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MINISTRY OF
CONSTRUCTION
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THE SOCIALIST
REPUBLIC OF VIETNAM
Independence - Freedom - Happiness
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No. 02/VBHN-BXD
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Hanoi, May 17,
2021
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DECREE
ELABORATION
OF CONSTRUCTION CONTRACTS
The Government’s Decree No. 37/2015/ND-CP dated April
22, 2015 on elaboration of construction contracts, which has been effective
since June 15, 2015, is amended by:
The Government’s Decree No. 50/2021/ND-CP dated
April 01, 2021 on amendments to the Government’s Decree No. 37/2015/ND-CP dated
April 22, 2015 on elaboration of construction contracts, which has been
effective since April 01, 2021.
Pursuant to the Law on Government Organization
dated December 25, 2001;
Pursuant to the Law on Construction dated June
18, 2014;
At the request of the Minister of Construction [1],
The Government hereby promulgates a Decree on
elaboration of construction contracts.
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GENERAL
Article 1. Scope and regulated
entities
1. This Decree elaborates construction contracts.
2. [2]
This Decree applies to organizations and individuals (hereinafter referred to
as “entities”) involved in formulation and management of the performance of
construction contracts belonging to construction projects funded by public
investment capital, state capital other than state investment capital, and
construction contracts between PPP project enterprises and construction
contractors performing contract packages belonging to investment projects in
the public-private partnership form (hereinafter referred to as “PPP
projects”).
Regarding projects funded by other capital,
entities shall refer to the regulations laid down in this Decree to formulate
and manage construction contracts.
3. Regarding construction contracts belonging to
projects funded by official development assistance (ODA), if an international
treaty to which Vietnam is a signatory contains regulations different from
those set out in this Decree, the regulations of such international treaty
shall apply.
Article 2. Definitions
For the purposes of this Decree, the terms below
shall be construed as follows:
1. “construction
contract” means a civil contract negotiated in writing between the party
awarding the contract and the party receiving the contract to do the work in
part or in whole in construction and investment activities.
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3. “party receiving a contract” (hereinafter
referred to as “the receiving party”) means a general contractor or head
contractor if the awarding party is an investor; means a sub-contractor if the
awarding party is a general contractor or head contractor. The receiving party may be a partnership of
contractors.
4. “general conditions” of a construction contract
means a document attached to the contract providing for basics rights,
obligations and relationships of parties to the construction contract.
5. “specific conditions” of a construction contract
means a document attached to the contract elaborating or supplementing several
regulations of the general conditions of the construction contract.
6. “appendix” to a construction contract means a
document attached to the contract so as to elaborate, clarify, amend or
supplement several terms of construction contract.
7. “working day” in this Decree means any calendar
day except any Sunday, public holiday or Tet holiday as stipulated by the law.
8. “technical instructions” means a collection of
technical requirements based on technical regulations and standards applied to
construction works and design of construction works so as provide instructions
and regulations on materials, products and equipment used for works of construction
packages and tasks of construction, supervision and commissioning of
construction works.
9. “FEED” means a front-end engineering design that
is developed in conformity with international practice as the basis for
development of a detailed design.
10. “scope of work” is defined in Clause 1 Article
12 of this Decree.
11. “head contractor” means a contractor that
directly signs a construction contract with the construction investor.
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13. “foreign contractor” means an organization
established under foreign law or an individual holding foreign nationality that
is involved in the signing and management of the performance of a construction
contract in Vietnam. A foreign contractor may be a head contractor, general
contractor or sub-contractor.
Article 3. Types of
construction contracts
1. Depending on the nature and contents of the
work, types of construction contracts are as follows:
a) Construction consultancy contract (hereinafter
referred to as “consultancy contract”) that is a contract for implementation of
one, some or all of the consultancy work in construction and investment
activities;
b) Contract for execution of construction of works
(hereinafter referred to as “execution contract”) that is a contract for
execution of construction of the works, work items or part of construction work
according to the design for construction of the works; and general contract for
execution of construction of works for implementation of all works of a
construction project;
c) [3]
Contract for procurement of materials and equipment that is a contract for
procurement materials and equipment to be installed in construction works
according to the technological design; general contract for procurement of
materials and equipment that is a contract for procurement of materials and
equipment for all works of a construction project;
d) Contract for engineering and construction of works
(Engineering – Construction abbreviated as EC in English) that is a contract
for engineering and construction of works or work items; general contract for
engineering and construction of works that is a contract for engineering and
construction of all works of a construction project;
dd)[4]
Contract for engineering and procurement of materials and equipment
(Engineering – Procurement abbreviated as EP in English) that is a contract for
engineering and for procurement of materials and equipment to be installed in
construction works according to the technological design; general contract for
engineering and for procurement of materials and equipment that is a contract
for engineering and for procurement of materials and equipment for all works of
a construction project.
e)[5]
Contract for procurement of materials and equipment and construction of works
(Procurement - Construction abbreviated as PC in English) that is a contract
for procurement of materials and equipment and construction of works and work
items; general contract for procurement of materials and equipment and
construction of works and work items that is a contract for procurement of
materials and equipment and construction of all works of a construction
project;
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An EPC contract is prioritized for a project that
is complex, requires high technology and strictly complies with the uniformity
and consistency between the phases ranging from the design to supply of
equipment phase, execution of construction of works and training in technology
transfer. Before making a decision to apply an EPC contract, the investment
decision maker shall assess the requirements concerning technology, shortening
of the duration of the project, the uniformity between the phases of design and
supply of equipment, execution of construction of works and training in
operation and transfer of the works with a view to satisfying the project's
approved objectives and requirements and ensuring the feasibility of applying
the EPC contract type as compared to other contract types.
h) Turnkey contract that is a construction contract
for implementation of the following work: formulation of the project, design, supply
of technological equipment and execution of construction of works of a
construction project;
i) Contract for supply of human resources,
machinery and equipment for execution that is contract for supply of engineers
and workers (hereinafter collectively referred to as “human resources”),
construction machinery and equipment, and other necessary means in order to
serve the construction of the works, work items, contract packages or
construction work according to the construction design;
i1)[7]
Simple and small-scale construction contract that is a construction contract
for the performance of a contract package with a value not exceeding the limit
on a small-scale contract package in accordance with regulations of law on bidding.
The contents of the contractual work are of a simple technical nature and easy
to be conducted.
k) Other types of construction contracts.
2. Depending on the contract price, types of
construction contracts are as follows:
a) Lump sum
contract;
b) Fixed unit price contract;
c) Adjusted unit price contract;
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d1)[8]
Cost-plus fee contract;
d2)[9]
Other construction contracts.
D)[10]
Combined price contract that is a construction contract using a combination of
the contract prices prescribed in Points a through d2 of this Clause.
3. Depending on the relationship of the parties
involved, types of construction contracts are as follows:
a) Head contract which is a construction contract
signed between the investor and the head contractor or general contractor.
b) Sub-contract which is a construction contract
signed between the head contractor or general contractor and a sub-contractor.
c) Internal fixed
rate contract which is a contract between the awarding party and the receiving party that is affiliated to an
agency or organization.
d) Construction contract involving foreign elements
which is a construction contract signed between a foreign contractor and a
domestic contractor or domestic investor.
Article 4. Principles of
signing construction contracts
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1. At the time of signing a contract, the receiving party must satisfy all conditions
regarding capacity for practice and operation in accordance with regulations of
law on construction. Regarding partnership contractors, the division of the
volume of work quantity under the partnership agreement must be relevant to the
operation capacity of each member in the partnership. Regarding foreign head
contractors, an undertaking to hire domestic sub-contractor to perform the work
under a contract must be included when such sub-contractors meet the
requirements of the contract package.
2. The investor or their representative is entitled
to sign a contract with one or more head contractors to perform the work. If the investor signs contracts with multiple head
contractors, the contents of such contracts must ensure consistency and
comprehensiveness during performance of the work under the contracts to meet
the schedule and ensure quality and investment efficiency of the construction
project.
3. A general contractor or head contractor is
entitled to sign contracts with one or more sub-contractors that must be
approved by the investor. These sub-contracts must be consistent and
comprehensive with the head contract signed with the investor. The general
contractor or head contractor shall be responsible to the investor for schedule
and quality of the undertaken work including the work performed by the
sub-contractors.
4. The contract signing price shall not exceed the
winning bid price or the result of negotiation of the construction contract,
except for the volume of the extra-contractual work permitted by the person
that has the power to make the investment decision (hereinafter referred to as
“the investment decision maker”).
5. [11]
Before concluding an EPC contract, the parties must agree upon the following
main contents:
a) The scope of work expected to be performed under
the EPC contract;
b) The construction location, the direction and
route of the construction works, their type and grade; the scale and capacity
of and plan for the products to be selected, and the capacity for exploitation
and use of the works;
c) Information concerning documents, data and
figures on natural conditions, engineering geology, hydro-geology and hydrology
of the area where the works are expected to be built;
d) Requirements concerning construction engineering
design and several initial design parameters;
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e) Plan to connect technical infrastructure both
inside and outside of the works; fire safety solutions within the scope of the
EPC contract package;
g) Construction-related solutions and primary
materials to be used;
h) Requirements concerning quality of quality of
the construction works, and testing, commissioning, warranty and maintenance
thereof.
i) Solutions to architecture, construction site,
cross sections and vertical sections of the works, dimensions and main
structure of the construction works within the scope of the EPC contract
package;
k) Lists and levels of application of technical
regulations and standards to be used during design, supply of equipment and
execution of construction of works;
l) Technical instructions on supplies, equipment
and technical services; processes for operating part or whole of the works
within the scope of the EPC contract package;
m) Environmental protection and fire safety
requirements, and other issues;
n) Requirements relating to procedures for
approval; the number of documents and deadlines for submission thereof to the
awarding party;
o) Schedule and milestones for implementing and
completing the essential work, work items and the entire works to be put into
operation and use;
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Article 5. Principles of
performing construction contracts
Upon performance of a construction contract, the
parties to the contract must adhere to the principles set out in Clause 3
Article 138 of the Law on Construction No. 50/2014/QH13.
Article 6. Effect and legality
of construction contracts
1. A construction contract becomes legally
effective if the following conditions are met:
a) Signatories have sufficient legal capacity;
b) The signing principles set out in Article 4
hereof are adhered to;
c) The form of the contract is in writing and the
contract is signed by the authorized representatives of the parties to the
contract. If either party to the contract is an organization, such party must
sign and affix seal as prescribed by law.
2. The effective date of the construction contract
is the date on which it is signed (bears a seal, if any) or another specific
dated as agreed upon by the parties in the contract and the awarding party has
received a performance security from the receiving party (if the contract
contains provisions on performance security).
3. Legality of the construction contract:
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b) The effective construction contract is the
foremost legal basis for resolution of any dispute between the parties. If the
parties to the contract have yet to agree upon the method for dispute
resolution, the dispute shall be resolved in accordance with relevant
regulations of law;
c) Regulatory bodies and agencies that control and
allocate capital and grant loans, carry out inspections and audits, other relevant
agencies shall, according to the contents of the legally effective construction
contract, exercise their functions and tasks as prescribed without violating
the legitimate rights and interests of the parties to the contract.
Article 7. Management of
performance of construction contracts
1. Within their rights and obligations, the parties
should formulate a plan and measures for organization of performance in
conformity with the contents of the signed construction contract to reach the
agreements set out in the contract.
2. Depending on the type of the construction
contract, the management of performance of construction contracts shall
include:
a) Management of the contract performance schedule;
b) Quality management;
c) Management of volume and price of the contract;
d) Management of occupational safety, environmental
protection and fire safety;
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3. Both awarding contract and receiving contract must
appoint and notify the other party of its representative to manage performance
of the construction contract. The parties’ representatives must hold full
powers to make decisions and be responsible for their decisions within their
powers specified in the contract.
4. All proposals, requests and feedback from the
parties during the management of performance of the construction contract shall
be made in writing. The contents of the written proposals and requests shall
contain the grounds, bases and efficiency (if any) of such proposals and
requests, and the deadline for giving response as agreed upon in the contract.
Upon receipt of a proposal or request from one party, the other party must give
a written response to the approval or disapproval by the deadline as agreed
upon in the contract within seven (07) working days from the receipt of such
proposal or request unless agreed upon by the parties. By the aforementioned
deadline, if the party that receives proposal or request fails to respond to it
without a legitimate reason, thereby causing damage to the other party, it
shall take full responsibility and pay compensation for any damage (if any).
5. Any proposal or request from the parties during
the management of performance of the construction contract shall be sent to the
correct transaction address or the address as agreed upon by the parties in the
contract.
6. For any matter that is not prescribed in this
Decree, the parties shall rely on relevant regulations of law for performance.
7. [12]
Regarding an EPC contract:
a) Before procuring materials and equipment for the
EPC contract, the receiving party shall lay down requirements pertaining to
technical specifications, technology and origin and submit them to the awarding
party for approval prior to the procurement if agreed upon by the parties in
the contract. The approval by the awarding party does not reduce the receiving
party’s responsibility for procuring materials and equipment for the EPC
contract. If the parties do not specify any agreement in the EPC contract, the
receiving party shall comply with the approved design documentation and
technical specifications, technology and origin coming with the materials and
technological equipment in the EPC contract.
b) The receiving party may directly procure or hire
a sub-contractor to procure materials and equipment for the EPC contract.
Chapter II
SPECIFIC PROVISIONS
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Article 8. Information about
construction contracts
Information about a construction contract must be
specified in the contract, including:
1. Contract type and number, name of contract
package, project name, construction site and bases for signing the contract;
2. Transaction name of the parties to the contract,
representatives of the parties, registered business address or transaction
address, tax identification number, business registration certificate, account
number, phone number, fax number, email, time and location of signing the
contract and other relevant information.
3. In the event that the receiving party is a
partnership of contractors, information about the members of the partnership
must be sufficiently specified as prescribed in Clause 2 of this Article,
clearly stating the leading member of the partnership.
Article 9. Bases for signing
construction contracts
1. The bases for signing a construction contract
shall be composed of the requirements pertaining to the work to be done as
agreed upon by the parties, the result of contractor selection, result of
negotiation and completion of the contract and relevant applicable legal bases.
2. As for an EPC, EC or EP contract, in addition to
the bases specified in Clause 1 of this Article, a feasibility study report for
construction or an approved FEED is also required.
3. As for a turnkey contract, in addition to the
bases specified in Clause 1 of this Article, the project performance duties,
investment guidelines and approved feasibility study report for construction
are also required.
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Contents of construction contracts, construction
contract documentation and order of priority of documents enclosed with a
construction contract shall comply with Articles 141 and 142 of the Law on
Construction No. 50/2014/QH13.
Article 11. Applicable law and
language used in construction contracts
1. Construction contracts must apply the legal
system of the Socialist Republic of Viet Nam and comply and comply with the
regulations laid down in this Decree.
2. The language used in construction contracts is
Vietnamese.
3. As for a construction contract involving foreign
elements, the language used is Vietnamese and a foreign language as agreed upon
by the parties; in case no agreement on this is reached, English shall be used.
Section 2. CONTENTS AND VOLUME
OF WORK, QUALITY REQUIREMENTS AND PERFORMANCE SCHEDULE
Article 12. Contents and
volume of work specified in construction contracts
1. Contents and volume of work specified in a
construction contract refer to the contents and volume of work signed by the awarding
party and the receiving party within the scope of the work specified in the
contract and clearly agreed upon by the parties in the contract. The scope of
work shall be determined on the basis of the bidding documents, request for
proposals or proposals, minutes of negotiation and relevant legal documents.
Depending on the specific type of the construction contract, the scope of work
shall be determined as follows:
a) Regarding a construction consultancy contract:
formulation of planning; setting up of an investment construction project;
design; survey; project management; management of construction contract
performance; construction supervision; verification of design, cost estimates
and other consultancy work in construction and investment activities;
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c) Regarding a contract for supply of technological
equipment: supply of equipment; instructions on installation, use, testing,
operation, training and technology transfer (if any) according to the approved
design documentation.
d) Regarding an EPC contract: design, supply of
materials and equipment and execution of construction of works; training,
instructions on operation, maintenance and repair; technology transfer;
off-load and on-load testing; other work according to the approved design
documentation.
dd) Regarding a turnkey contract: setting up of a
construction project; design; supply of equipment and execution of construction
of works; training, instructions on operation, maintenance and repair;
technology transfer; off-load and on-load testing; transfer of works that are
ready for operation to the awarding party and other work according to the
approved design documentation.
2. The adjustment of volume of work specified in
contracts shall be made as set out in Article 37 of this Decree.
Article 13. Requirements
pertaining to quality of product and commissioning and transfer of products of
construction contracts
1. Requirements pertaining to quality of products
of a construction contract:
a) The product quality must meet the requirements
of the contract, comply with and meet the quality requirements according to
regulations of law. The parties to the contract must agree upon regulations and
standards (national standards and regulations), technical instructions applied
to products of the construction contract.
b) Regarding imported equipment and goods, in
addition to the regulations mentioned in Point a of this Clause, regulations on
origin must be applied.
2. Commissioning and transfer of products that are
completed work:
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b) Work to be commissioned and transferred; bases
for commissioning and transfer; procedures and time of commissioning and
transfer of products that are completed work; personnel involved in
commissioning and transfer; forms used for commissioning and transfer;
regulations on signatories, records and documents on commissioning and transfer
must conform to regulations of law and be agreed upon by the parties to the
contract.
c) Only products that meet the quality requirements
prescribed in Clause 1 of this Article are commissioned and transferred.
d) As for the work required to be commissioned
before moving on to other work, the receiving party must notify the awarding
party in advance to carry out commissioning in conformity with regulations of
the law on management of quality of construction works.
dd) As for faulty products (which fail to meet the
requirements of the contract), they must be remedied or eliminated otherwise.
The party at fault must incur all costs in connection with the repair and
re-inspection, and other relevant costs in connection with the rectification of
the fault as well as the contract performance schedule.
Article 14. Time and schedule
for performing construction contracts
1. The time for performing a contract begins from
its effective date to the date on which the parties have fulfilled their
obligations under the signed contract.
2. The receiving party shall prepare a detailed schedule
for performing the contract and submit it to the awarding party for approval as
a basis for performance.
3. The contract performance schedule must present
the completion milestones and handover of the work and major products.
4. Regarding execution contracts of large-scale and
long-lasting contract packages, an execution schedule may be prepared for each
phase.
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6. Regarding an EPC contract or turn-key contract,
in addition to the execution schedule prepared for each phase, a schedule for
each type of work (setting up of the project, design, supply of equipment and
execution of construction) must be prepared.
7. It is encouraged to accelerate the contract
performance schedule on the basis of ensuring quality of products of the
contract. If the acceleration brings more efficiency to the project, the
receiving party may be considered to earn a bonus as agreed in the contract.
8. Adjustment of the schedule of the contract shall
be made as set out in Article 39 of this Decree.
Section 3. CONTRACT PRICE,
ADVANCE PAYMENT, PAYMENT, SETTLEMENT AND LIQUIDATION OF CONSTRUCTION CONTRACTS
Article 15. Construction
contract price and conditions for application thereof
1. Construction contract price means an amount
which the awarding party undertakes to pay to the receiving party to perform
the work in accordance with the requirements pertaining to the volume, quality,
schedule, payment conditions, contract advance and other requirements agreed
upon in the contract.
2. Costs, taxes and charges (if any) included or not
included in the contract price must be specified in a construction contract;
the adjusted construction contract price must be relevant to the contract type
and form of contract price, and must be agreed upon by the parties in the
contract.
As for a construction contract under which payment
in multiple currencies is agreed upon by the parties, the contract price in
proportion to each currency must be specified.
3. Forms of construction contract prices are as
follows:
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b) Price of a fixed unit price contract is
determined on the basis of the fixed unit price of each work multiplied by the
respective volume of work. Fixed unit price is a unit price that remains
unchanged during the performance of the contract, except for force majeure
events.
c) Price of an adjusted unit price contract is
determined on the basis of the unit price adjusted due to the slippage
according to the agreements in the contract and multiplied by the respective
volume of work. The method of adjusting unit price due to the slippage shall
comply with Clauses 3 and 4 Article 38 of this Decree.
d) The time-based contract price is determined on
the basis of remuneration for experts, costs other than the remuneration and
working time (volume) calculated by month, week, day and hour.
- Remuneration for an expert is the costs for the
expert determined on the basis of the salary rate applied to the expert and
related costs as agreed upon by the parties in the contract multiplied by the
actual working time (on a monthly, weekly, daily and hourly basis).
- Costs for an expert other than the remuneration
include travel costs, working office and other reasonable costs.
d1)[13]
Cost-plus fee contract price is the contract price whose value has yet to be
determined at the time of signing the contract, and the parties only agree upon
the administrative costs, general costs and profits since there are
insufficient grounds for determining the scope of work and direct costs to
carry out the work specified in the contract.
The parties shall agree upon the level of
administrative costs, general costs and profits to be expressed as a ratio (%)
or as a specific value on the basis of the actual, reasonable and valid costs
to carry out the work specified in the contract;
The level of the administrative costs, general
costs and profits may be fixed or variable (increased or decreased within a
range or without limits) depending on the actual level of direct costs agreed
upon by the parties in the contract in order to protect their interests.
dd) Price of a combined price contract is the
contract price that is used in combination with the types of contract prices
mentioned in Points a through d of this Clause in conformity with the features
of each type of work specified in the contract.
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5. Conditions for application of types of
construction contract prices are as follows:
a) Regarding a lump sum contract:
The price of a lump sum contract shall be applied
to the contract packages which at the time of contractor selection and
negotiation of the contract have satisfied the conditions for determining the
volume and unit price for carrying out the work in accordance with the
requirements of the construction contract or in some cases where the volume and
unit price have yet to be determined (such as EC, EP, PC, EPC and turnkey
contracts) but the parties to the contract have sufficient capacity and
experience to calculate and determine the price of the lump sum contract.
Upon application of the price of the lump sum
contract, it is required to consider the risk factors in relation to the
contract price such as volume and slippage risks which may be posed to the
price of the contract package or the contract during the performance of the
contract, and each party must assume responsibility for its own risks.
b) Regarding a fixed unit price contract:
The price of a fixed unit price contract shall be
applied to the contract packages which at the time of contractor selection and
negotiation of the contract have satisfied the conditions for determining the
volume and unit price for carrying out the work in accordance with the requirements
of the construction contract but the volume of work has not been accurately
determined. In such a case, it is required to consider the risk factors in
relation to the contract price such as slippage risks which may be posed to the
unit price for the contractual work during the performance of the contract, and
each party must assume responsibility for its own risks. Then, the parties
shall estimate the cost contingency for the slippage and volume risk factors
posed to the contract package price and contract price.
c) Regarding an adjusted unit price contract: The
price of an adjusted unit price contract shall be applied to the contract
packages at the time of contractor selection and negotiation of the contract
when the parties to the contract have yet to satisfy the conditions for
determining the volume, unit price and risk factors in relation to the contract
price such as the slippage risk during the performance of the contract. Then,
the parties shall estimate the cost contingency for the slippage and volume
risk factors which may be posed to the contract package price and contract
price.
d) Price of a time-based contract is normally
applied to certain construction contracts involving consultancy work in
construction and investment activities. A construction consultancy contract may
apply all types of contract prices prescribed in this Decree.
d1)[14]
Regarding a cost-plus fee contract
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Article 16. Construction
contract performance security
1. Construction contract performance security means
a receiving party adopting one of the methods of leaving a deposit, depositing
funds into escrow accounts or providing security to secure the fulfillment of
its obligations during performance of the contract; the method of providing
security is encouraged.
2. The contract performance security must be
submitted to the awarding party before the effective date of the contract
according to the agreement between the parties on the value, currency and
method of the security; must be submitted using the form accepted by the
awarding party and remain valid until the receiving party has fulfilled its
obligations specified in the contract or after the receiving party has received
the warranty bond with respect to contracts involving the execution of
construction of works and supply of equipment. Regarding construction
consultancy contracts, internal fixed rate contracts or construction contracts
of target programs performed by households, and construction contracts in the
form of self-performance, a contract performance security is not required.
3. If the receiving party is a partnership
contractor, every member must submit a contract performance security to the
awarding party and the level of security must be in proportion to the value of
the contract performed by each member. If the partnership has agreed that the
leading contractor of the partnership shall submit the contract performance
security, such leading contractor shall submit the security to the awarding
party and every member shall submit a contract performance security to the
leading contractor in proportion to the value of the contract performed by it.
4. The value of the contract performance security
and method of security shall be specified in the bidding documents or request
for proposals. The level of contract performance security is between 2% and 10%
of the construction contract price; if it is needed to prevent high risks, the
value of the contract performance security may be higher but must not exceed
30% of the contract price and must be approved by the investment decision
maker.
5. The receiving party is not permitted to reclaim
its contract performance security in case of refusal to perform the contract after
its effective date and in case of other violations set out in the contract.
6. The awarding party must return the contract
performance security to the receiving party after the latter has fulfilled all
of its contractual obligations or has switched to fulfilling the warranty
obligations and the awarding party has received the warranty security for the
contracts involving execution of construction of works and supply of equipment.
Article 17. Construction
contract payment security
1. Construction contract payment security means an
awarding party taking measures to prove its ability to fulfill its payment
obligations under the construction contract signed with the receiving party in
such forms as approved capital provision plan, bank or credit institution
guarantee, credit agreement or loan agreement with a financial institution.
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Article 18. Construction
contract advance
1. Construction contract advance means an interest
free amount advanced by the awarding party to the receiving party to make
necessary preparations before carrying out the contractual work.
2. The contract advance payment shall be made only
after the effective date of the construction contract. For an execution
contract, a land clearance plan must be included as agreed upon in the contract
and at the same time the awarding party has received the advance payment
security (if any) in proportion to the value of each currency agreed upon by
the parties.
3. The advances, advancing time and recovery of the
advances must be specifically agreed upon by the parties in the contract. The
advances and the number of advance payments for the construction contract must
be specified in the bidding documents, request for proposals or draft
construction contract sent to the receiving party as the basis for calculation
of the bid price and proposed price.
4. Contract advance payment security:
a) For a construction contract with a contract
advance value higher than 01 billion dong, before the awarding party makes a
contract advance payment to the receiving party, the receiving party must
submit to the awarding an advance payment security with a value and currency
equivalent to the contract advance. Regarding construction contracts with a
contract advance value from 01 billion dong or less and construction contracts
in the form of self-performance including the contracts performed by
residential communities under the target programs, contract advance payment
security is not mandatory.
a1)[15]
Regarding a simple and small-scale construction contract, the investor shall
consider and decide to provide a contract advance payment security which is suitable
for the nature of the contractual work and reduces unnecessary procedures.
b) If the receiving party is a partnership of
contractors, every member must submit a contract advance payment security with
a value equivalent to the advance paid to each member, except for the case
where the members in the partnership agree that the leading contractor of the
partnership submits the contract advance payment security to the awarding
party.
c) The effective period of the contract advance
payment security must be prolonged until the awarding party has recovered all
advances. The value of the contract advance payment security shall be decreased
in proportion to the value of the recovered advance upon each payment made by
the parties.
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a) Regarding a consultancy contract:
- 15% of the contract price for a contract worth
more than 10 billion dong.
- 20% of the contract price for a contract worth up
to 10 billion dong.
b) For an execution contract:
- 10% of the contract price for a contract worth
more than 50 billion dong.
- 15% of the contract price for a contract worth
from 10 billion dong to 50 billion dong.
- 20% of the contract price for a contract worth
less than 10 billion dong.
c) For a contract for supply of technological
equipment, an EC, EP, PC or EPC contract, a turnkey contract or any other
construction contract: 10% of the contract price.
d) In the event that the parties agree upon an
advance higher than the minimum advance mentioned in Points a, b and c of this
Clause, the contract value in proportion to the contract advance exceeding the
minimum advance shall not be adjusted in price from the time of advance
payment.
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5a. [16] Regarding a simple
and small-scale construction contract, the awarding party and receiving party
shall consider and agree upon whether to make an advance payment as requested
by the awarding party in a manner that satisfies the requirements of the
contract package and reduces unnecessary procedures.
6. The receiving party must use the contract
advance for intended purposes and objects and in an effective manner. It is
prohibited to make an advance if it is not used for intended purpose under the
signed construction contract or not used at all.
7. In the case of production of structural
components or semi-finished products with a high value or materials that have
to be reserved depending on the season, the receiving party and awarding party
shall agree upon an advance payment plan and the advances to make sure that the
contract is performed on schedule.
Article 19. Construction
contract payment
1. The construction contract payment shall be conformable
with the type of contract, contract price and the conditions set out in the
contract signed by the parties. When the payment is made under the contract,
the parties are not required to sign any appendix to the contract, except where
any work is added to the contract.
2. The parties shall agree upon the number of
payments, stages of payment, date of payment, payment period, payment
documentation and payment conditions.
3. The awarding party shall fully pay (100% of) the
value of each payment to the receiving party minus the advance and the warranty
costs under the contract, unless otherwise agreed upon by the parties.
4. If the two parties are incapable of making a
payment under the contract during the payment period (there is no data for
price adjustment or there is insufficient time to determine product quality,
etc.), provisional payment may be made. When the parties are capable of
determining the payment value, the awarding party must make the payment to the
receiving party as prescribed in Clause 3 of this Article.
5. Regarding a lump sum contract, the payment
equals a percentage of the contract price or price of construction works price,
work items and volume of work corresponding to the payment stage as agreed upon
by the parties in the contract. Confirmation of detailed volume of the work
completed is not required when the payment is made.
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7. For a time based contract, the payment shall be
made as follows:
a) Costs paid to experts shall be determined on the
basis of the salary rate applied to the expert and related costs as agreed upon
by the parties in the contract multiplied by the actual working time
commissioned (on a monthly, weekly, daily and hourly basis).
b) Costs other than remuneration for experts shall
be paid adopting the payment method set forth in the contract.
8. Regarding a combined price contract, the payment
shall be made corresponding to the regulations on payment of construction
contracts specified in Clauses 5, 6 and 7 of this Article.
9. The payment of the volume of extra-contractual
work for which a unit price has yet to be specified in the contract shall be
made according to the agreements in the contract or additional agreements on
which the parties had reached prior to the performance and in conformity with
relevant regulations of law.
10. The payment period shall be agreed upon by the
parties in the contract in conformity with the scale and nature of each
contract. The payment period shall not exceed 14 working days from the date on
which the awarding party receives sufficient and valid payment documentation
according to the agreements in the contract. To be specific:
a) Within seven (07) working days from the receipt
of the sufficient and valid payment documents of the receiving party, the
awarding party must complete procedures and transfer the payment request to the
bank or the State Treasury in charge of payment.
b) Within seven (07) working days from the receipt
of the sufficient and valid payment documentation of the awarding party, the
bank or the State Treasury in charge of payment shall fully transfer the value
of such payment to the receiving party.
c) For construction contracts belonging to
construction projects funded by ODA or loans from foreign credit institutions,
the payment period shall comply with the international party. Upon negotiating
the payment period, the parties shall rely on the regulations of the
international treaty and investment capital payment procedures prescribed by law
in order to reach an agreement in the contract.
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Article 20. Construction
contract payment documentation
1. Contract payment documentation shall be prepared
by the receiving party in conformity with each type of contract, contract price
and agreements in the contract. Payment documentation (including templates)
must be clearly specified in the construction contract and certified by the
awarding party. The construction contract payment documentation is composed of
the following main documents:
a) Regarding a lump sum contract:
- A record on commissioning of the volume of work
completed during the payment stage certified by the representative of the
awarding party or the consultancy (if any) and representative of the receiving
party. This commissioning record serves as the certification of completion of
works or work items and volume of work in conformity with the scope of work to
be performed under the contract (in conformity with the scope of work to be
performed according to the design regarding an execution contract; in
conformity with the consultancy duties to be performed regarding a consultancy
contract) without necessarily certifying the detailed volume of work completed;
- A sheet showing the value of the contents of
extra-contractual work (if any) with certification by the representative of the
awarding party or the consultancy (if any) and representative of the receiving
party;
- A payment request from the receiving party
specifying the following contents: the value of the volume of work completed
under the contract, the value of the volume of extra-contractual work (if any),
deduction of advances, value requested to be paid during the period after these
items have been offset with certification by the representatives of the
awarding party and the receiving party.
b) Regarding a fixed unit price contract:
- A record on commissioning of the actual volume of
work completed (increased or reduced as compared to the volume specified in the
contract) during the payment stage certified by the representative of the
awarding party or the consultancy (if any) and representative of the receiving
party;
- A sheet showing the value of the work for which a
unit price has yet to be specified in the contract (if any), stating the volume
and unit price for such work with certification by the representative of the
awarding party or the consultancy (if any) and representative of the receiving
party;
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c) Regarding an adjusted unit price contract:
- A record on commissioning of the actual volume of
work completed (increased or reduced as compared to the volume specified in the
contract) during the payment stage certified by the representative of the
awarding party or the consultancy (if any) and representative of the receiving
party;
- A sheet showing the unit price adjusted due to
slippage (hereinafter referred to as payment unit price) according to the
agreements in the contract certified by the representative of the awarding
party or the consultancy (if any) and representative of the receiving party;
- A sheet showing the value of the work for which a
unit price has yet to be specified in the contract (if any), stating the volume
and unit price for such work with certification by the representative of the
awarding party or the consultancy (if any) and representative of the receiving
party;
- A payment request from the receiving party
specifying the following contents: the value of the volume of work completed
under the contract, the value of the volume of extra-contractual work (if any),
deduction of advances, value requested to be paid during the period after these
amounts have been offset with certification by the representatives of the
awarding party and the receiving party.
d) Regarding a time-based contract:
- A record on commissioning of the actual working
time or timesheet (on a monthly, weekly, daily or hourly basis) corresponding
to the results of performance during the payment stage certified by the
representative of the awarding party or the consultancy (if any) and
representative of the receiving party; If during performance there is
extra-contractual work requiring additional experts for whom remuneration has
not been specified in the contract, the parties shall agree upon the
remuneration prior to performance. In such as case, the payment documentation
must contain a sheet showing the value of the contents of extra-contractual
work (if any) to be performed under the contract and be certified by the
representatives of the awarding party or the consultancy (if any) and the
receiving party;
- A payment request from the receiving party
specifying the following contents: the value of the volume of work completed
under the contract, the value of the volume of extra-contractual work (if any),
deduction of advances, value requested to be paid during the period after these
amounts have been offset with certification by the representatives of the
awarding party and the receiving party.
dd) Regarding a construction contract involving
supply of equipment, the volume of the completed work may be determined based
on the invoices, bills of lading, commissioning record, equipment transfer
record and other relevant documents.
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2. Regarding a combined price contract, the payment
documentation for each type of contractual work shall be prepared in accordance
with the corresponding regulations set out in Clause 1 of this Article.
3. Upon agreeing upon the contract payment
documentation, the parties shall, according to the contract’s scale and nature
and sources of capital for the contract, agree upon the documents necessarily
included in the documentation to become the main documents specified in Clause
1 of this Article.
4. For a construction contract funded by ODA or
loans from a foreign credit institution, the payment documentation shall comply
with the international party in addition to the main documents specified in
Clause 1 of this Article.
5. The awarding party, organizations and
individuals related to contract payment are prohibited from laying down the
payment documentation requirements that are contrary to the agreements in the
contract and the regulations in this Decree with a view to prevention of the
payment made according to the agreements in the legally effective contract.
Article 21. Currency and
methods of construction contract payment
1. The currency used for construction contract
payment shall be Vietnamese dong; if a foreign currency is to be used, the
parties shall reach an agreement to use the foreign currency provided that the
agreement is not contrary to regulations of law on foreign exchange.
2. For a construction contract involving any work
that requires payment to be made in a different currency, the parties shall
clearly agree thereupon in the contract but ensure that the currency for
payment conforms to the requirements set out in the bidding documents or
request for proposals.
3. Payment may be made in cash, by bank transfer
and by any other method as agreed upon by the parties in accordance with
regulations of law and the method used must be specified in the contract.
Article 22. Construction
contract settlement
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2. The contract settlement documentation shall be
prepared by the receiving party in conformity with each type of contract and
contract price. Contents of the settlement documentation must be conformable
with the agreements in the contract. The following is required:
a) A record on commissioning of the completion of
all contractual and extra-contractual work.
b) A sheet showing contract settlement value
(hereinafter referred to as “A-B settlement”) in which the following must be
stated: value of work completed under the contract; value of volume of
extra-contractual work (if any), the amount paid or temporarily paid and
remaining value payable by the awarding party to the receiving party.
c) An as-built
dossier, construction diary for a contract covering execution of construction.
d) Other documents as agreed upon in the contract.
3. [17]
The time limit for construction contract settlement shall comply with Clause 2
Article 147 of the Law on Construction No. 50/2014/QH13 amended by Point c
Clause 64 Article 1 of the Law No. 62/2020/QH14 on amendments to the Law on
Construction.
Article 23. Liquidation of
construction contracts [18]
The liquidation of construction contracts shall
comply with Clause 3 Article 147 of the Law on Construction No. 50/2014/QH13
and Clause 4 Article 147 of the Law on Construction No. 50/2014/QH13 amended by
Point c Clause 64 Article 1 of the Law No. 62/2020/QH14 on amendments to the
Law on Construction.
Section 4. RIGHTS AND
OBLIGATIONS OF PARTIES TO CONSTRUCTION CONTRACTS
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1. Rights and obligations of the parties to a
construction contract shall be agreed upon by the parties in the contract
provided that they are not contrary to regulations of law.
2. Either the awarding party or the receiving party
must notify the other party in writing of rights and responsibilities of
representatives for management of contract performance. When either party
changes its representative for management of contract performance, a written
notice must be given to the other party. If the receiving party changes its
representative to manage contract performance or its key personnel, such change
must be approved by the awarding party.
3. If the receiving party is a Group or Corporation,
when performing a construction contract, it may directly assign work to its
member units but must ensure openness, transparency and suitability for
qualifications of each member, and the assignment must be approved in advance
by the awarding party.
4. Depending on each
specific type of construction contract, rights and obligations of the awarding
and receiving parties are also specified in Articles 25 through 34 of this
Decree.
Article 25. Rights and
obligations of parties awarding consultancy contracts
1. Every party awarding a consultancy contract has
the right to:
a) Own and use consultancy products under the
contract.
b) Refuse to commission consultancy products that
fail to satisfy quality requirements under the contract;
c) Inspect quality of the work carried out by the
receiving party without hindrance to its normal operation.
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2. Every party awarding a consultancy contract has
the obligation to:
a) Provide the receiving party with information
about the work requirements, documents, payment security and means necessary to
perform the work (if any) as agreed upon in the contract.
b) Ensure the copyright of any consultancy product
having copyright under the contract.
c) Handle propositions of the receiving party
within its power during execution of the contract on schedule as agreed upon by
the parties in the contract.
d) Make full payment to the receiving party
according to the payment schedule agreed upon in the contract.
dd) Other obligations prescribed by law.
Article 26. Rights and
obligations of parties receiving consultancy contracts
1. Every party receiving a consultancy contract has
the right to:
a) Request the awarding party to provide
information and documents (if any) relating to the consultancy duties and
working equipment as agreed upon in the contract.
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c) Refuse to perform unreasonable extra-contractual
work and refuse to satisfy the illegal requirements imposed by the awarding
party.
d) Ensure copyright in accordance with regulations
of law (for the consultancy products having copyright).
dd) Other rights prescribed by law.
2. Every party receiving a consultancy contract has
the obligation to:
a) Complete the work on schedule and according to
quality requirements as agreed upon in the contract;.
b) For an engineering contract: participate in
construction work commissioning together with the investor in accordance with
regulations of the law on management of quality of construction works,
supervise the author and respond to the contents related to the design
documentation at the request of the awarding party.
c) Archive and return to the awarding party
documents and working equipment provided by the awarding party under the
contract after the work is completed (if any).
d) Immediately notify the awarding party of
insufficient information and documents, and working equipment that fails to
satisfy quality requirements to complete the work.
dd) Keep confidential information relating to
consultancy services as prescribed in the contract or the law.
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Article 27. Rights and
obligations of parties awarding execution contracts
1. Every party awarding an execution contract has
the right to:
a) Suspend the execution of construction of works
and request remedy of any consequence if the receiving party violates regulations
on quality of works, occupational safety, environmental protection and fire
safety;
b) Inspect quality of the work carried out and
manufacturing and processing facilities of the receiving party without
hindrance to normal operation of the receiving party;
c) Other rights prescribed by law.
2. Every party awarding an execution contract has
the obligation to:
a) If the awarding party is an investor, the
construction permit must be obtained as prescribed.
b) Transfer whole or part of the construction site
to the receiving party for management and use in line with the schedule and
agreements specified in the contract.
c) Appoint and notify the receiving party in
writing of key personnel participating in management of contract performance.
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dd) Make full payment to the receiving party
according to the payment schedule agreed upon in the contract.
e) Organize supervision of execution of works.
g) Inspect the implementation of measures to ensure
occupational safety, environmental protection and fire safety by the receiving
party.
h) Commission, pay and settle the contract on
schedule as prescribed.
i) In case of hiring an entity to provide
consultancy services, clearly prescribed duties and rights of the consultant
during management of contract performance and notify the receiving party
thereof.
k) Consider and promptly grant written approval for
the receiving party’s proposals concerning engineering and construction during
execution of construction of works.
l) Other obligations prescribed by law.
Article 28. Rights and
obligations of parties receiving execution contracts
1. Every party receiving an execution contract has
the right to:
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b) Change the construction measures after obtaining
approval from the awarding party in order to accelerate the progress and ensure
quality, safety and efficiency of the construction works on the basis of the
signed contractual price.
c) Request the awarding party to pay loan interests
due to late payment as agreed upon in the contract; claim compensation for any
damage when the awarding party delays the transfer of construction site and any
other damage caused by the fault of the awarding party.
d) Other rights prescribed by law.
2. Every party receiving an execution contract has
the obligation to:
a) Provide human resources, materials, construction
machinery and equipment, other related material conditions with adequate
quantity and type under the contract; make shop drawings (if the receiving
party makes the shop drawings) to perform the work under the signed contract.
b) Receive and manage the construction site,
preserve the centerline, altitude and boundary markers of the construction
works.
c) Execute the construction of works according to
the design, technical instructions, regulations and standards in a manner that
ensures quality, schedule, safety, environmental safety and fire safety.
d) Keep a construction diary.
dd) Test materials and verify construction
equipment and product according to the State regulations on management of
quality of construction works, technical instructions, construction standards
and regulations;
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g) Prepare measures to organize the execution and
as-built dossiers, and participate in work commissioning.
h) Take responsibility for quality of construction
works as undertaken. Rectify errors of works for the work performed by the
receiving party.
i) Cooperate with other contractors for joint
execution of construction at the construction site.
k) Submit periodic reports to the awarding party on
the execution schedule, human resources and main equipment for execution of
construction of works.
l) Move materials, machinery, equipment and other
assets out of the construction site within a defined time limit after the works
have been commissioned or transferred or the contract is terminated according
to Article 41 hereof, unless otherwise as agreed upon in the contract.
m) Return the site as agreed upon in the contract;.
n) Keep confidential information relating to the
contract or as prescribed by the law.
o) Other obligations prescribed by law.
Article 29. Rights and
obligations of parties awarding contracts for supply of technological equipment
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2. Cooperate with
the receiving party during training, technology transfer and provision of
instructions on installation, use and operation.
3. Refuse commissioning of technological equipment
and be entitled not to receive technological equipment that is inconsistently
with the agreements in the contract in terms of quantity, quality, type and
origin.
4. If the awarding party produces a technological
design for the receiving party, the awarding party must take full responsibility
for quality and intellectual property right of this design.
5. Other rights and obligations prescribed by law.
Article 30. Rights and
obligations of parties receiving contracts for supply of technological
equipment
1. Transfer technological equipment to the awarding
contract according to the agreements in the contract in terms of quantity,
quality, place, time, method of packaging and storage, origin and other
agreements in the contract.
2. Provide the awarding party with all necessary
information about technological equipment; instructions on installation, use,
operation, storage and maintenance of technological equipment; provide training
to management officers and workers operating the works (if agreed upon in the
contract).
3. Cooperate with the awarding party in testing
technological equipment.
4. In the case of intellectual property for
technological equipment:
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b) If the
technological equipment is manufactured according to the design or figures
provided by the awarding party, the receiving party shall not be responsible
for any complaint related to any violation of intellectual property rights
arising from such technological equipment.
c) Either party shall be responsible for failure to
immediately notify the other party of any complaint filed by a third party
about the intellectual property right for technological equipment after such
party knew or should have known the complaint.
5. Other rights and obligations prescribed by law.
Article 31. Rights and
obligations of parties awarding EPC contracts
1. Every party awarding an EPC contract has the
right to:
a) Refuse commissioning of products that fail to
satisfy quality requirements under the contract; not to commission the
technological equipment that is inconsistently with the agreements in the
contract in terms of quantity, quality, type and origin and products that
violate the intellectual property right.
b) Inspect the performance of work by the receiving
party under the signed contract without hindrance to its normal operation.
c) Suspend the performance of work under the
contract and request remedy of any consequence if it is found that the
receiving party performing the work violates the contents in the signed
contract or state regulations.
d) Request the receiving party to transfer
documents relating to products of the contract under the signed contract.
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e) Other rights prescribed by law.
2. Every party awarding an EPC contract has the
obligation to:
a) Make full payment to the receiving party
according to the payment schedule agreed upon in the contract.
b) Appoint and notify the receiving party in
writing of key personnel participating in management of contract performance.
c) Provide the receiving party with information,
documents and means necessary to perform the work (if agreed upon in the
contract).
d)[19]
For an EPC contract established by selecting an EPC contractor immediately
after the fundamental design is approved: carry out commissioning, appraisal
and approval or request a competent authority to promptly appraise and approve
the designs implemented after the fundamental design has been approved by the
investment decision maker in accordance with regulations of law, excluding the
estimated costs of constructing works or work items covered by the EPC
contract.
If the EPC contract is established by selecting an
EPC contractor immediately after the FEED is approved: carry out commissioning,
appraisal and approval or request a competent authority to promptly appraise
and approve the designs implemented after the FEED has been approved by the
investment decision maker in accordance with regulations of law, excluding the
estimated costs of constructing works or work items covered by the EPC
contract.
dd) Apply for a construction permit as prescribed;
transfer a cleared site to the receiving party according to the contract
performance schedule.
e) Supervise the performance of work under the
signed contract; inspect the implementation of measures to ensure occupational
safety, environmental protection and fire safety as prescribed.
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h) Commission, pay and settle the contract on
schedule as prescribed.
i) Ensure the copyright of consultancy products
under the contract.
k) Provide training to management officers and
workers operating the works.
l) Other obligations prescribed by law.
Article 32. Rights and
obligations of parties receiving EPC contracts
1. Every party receiving an EPC contract has the
right to:
a) Request the awarding party to provide
information, documents and working equipment (if agreed upon in the contract)
relating to the contractual work under the sign contract.
b) Propose the volume of extra-contractual work to
the awarding party; refuse to perform the extra-contractual work if the two
parties have yet to reach an agreement thereon or refuse to satisfy the illegal
requirements imposed by the awarding party.
c) Organize and manage performance of work under
the signed contract.
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2. Every party receiving an EPC contract has the
obligation to:
a) Provide adequate human resources, materials,
machinery and other necessary means with to perform the work under the
contract.
b) Receive, manage, store and transfer documents
and means provided by the awarding party (if agreed upon in the contract).
c) Notify the awarding party of inadequate
information and documents and unqualified working equipment which affect
performance of work under the signed contract.
d) Keep confidential information relating to the
contract as agreed upon in the contract or as prescribed by the law.
dd) Perform work under the contract in a manner
that ensures safety, quality, schedule and other agreements in the contract.
e)[20]
For an EPC contract established by selecting an EPC contractor immediately
after the fundamental design is approved: produce the designs to be implemented
after the fundamental design has been approved by the investment decision maker
when approving the project in conformity with the approved fundamental design,
excluding the estimated costs of constructing works or work items covered by
the EPC contract.
If the EPC contract is established by selecting an
EPC contractor immediately after the FEED is approved: produce the designs to
be implemented after the FEED has been approved by the investment decision
maker when approving the project in conformity with the approved FEED, excluding
the estimated costs of constructing works or work items covered by the EPC
contract.
g) Organize procurement, manufacturing and supply
of technological equipment in a way that meets the requirements and schedule mentioned
in the contract; select a sub-contractor (if any) via bidding or direct
contracting and request the investor to grant approval therefor; approve and
agree with the investor about contents of the bidding documents for procurement
of technological equipment (if agreed upon in the contract).
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i) Carry out testing, adjustment and overall trial
operation of the works and transfer the completed works to the awarding party
as agreed upon in the contract and as prescribed by the applicable law.
k) Ensure that the products provided by the
receiving party do not violate the intellectual property rights as prescribed
by law.
l) Transfer documents relating to products of the
contract to the awarding party under the signed contract.
m) Other obligations prescribed by law.
Article 33. Rights and
obligations of parties awarding turnkey contracts
In additions to the rights and obligations
mentioned in Article 31 of this Decree, every party awarding a turnkey contract
also has the obligation to commission the construction project to be submitted
to a competent authority in accordance with regulations of law on construction
and the investment decision maker for appraisal and approval or for appraisal
and approval within power.
Article 34. Rights and
obligations of parties receiving turnkey contracts
In additions to the rights and obligations
mentioned in Article 32 of this Decree, every party receiving a turnkey
contract also has the obligation to set up a construction project, participate
in defending the project together with the awarding party before the investment
decision maker and complete the project as requested by the awarding party in
accordance with agreements in the contract.
Section 5. ADJUSTMENT OF
CONSTRUCTION CONTRACTS
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1. The adjustment of a contract includes adjusting
the volume, unit price, contract performance schedule, contract price and other
contents (if any) as agreed upon by the parties in the contract.
2. [21]
A construction contract shall be only adjusted in the cases specified in Clause
2 Article 143 of the Law on Construction No. 50/2014/QH13 and Clause 3 Article
143 of the Law on Construction No. 50/2014/QH13 amended by Point c Clause 64
Article 1 of the Law No. 62/2020/QH14 on amendments to the Law on Construction.
Where the State changes a policy resulting in a direct effect on performance of
the construction contract, the adjustment of the contract shall only apply to
part of the work affected by such change and be made under the regulations of
the authority promulgating such policy and providing guidelines for
implementation thereof.
Article 36. Principles of
adjusting construction contracts[22]
1. The adjustment of a construction contract shall
only apply during the period of contract performance including the extended
period in accordance with regulations of law.
2. For contract based on a fixed unit price or a
contract unit price, the adjustment shall be only made in the cases specified
in Points b, c and d Clause 2 Article 143 of the Law on Construction No.
50/2014/QH13.
3. For a lump sum contract, the contract shall be
only adjusted in terms of the volume of additional work outside the scope of
work under the signed contract (outside the scope of work to be performed
according to the design or requirements in the bidding documents or request for
proposals, for an execution contract and contract for equipment supply; outside
the consultancy duties to be performed, for a consultancy contract) and in the
cases specified in Points b, c and d Clause 2 Article 143 of the Law on
Construction No. 50/2014/QH13.
4. If the adjusted contract price does not exceed
the approved contract package price or estimated cost (including the cost
contingency for such contract package), the investor is entitled to make an
adjustment decision; if the approved contract package price or estimated cost
is exceeded, the guidelines for adjusting the contract price must be approved
by the investment decision maker or the Minister of the line ministry and the
Chairman/Chairwoman of the provincial People’s Committee when assigned to
execute an investment project in which investment is decided by the Prime
Minister before the adjustment is made, and adequate capital must be provided
to make payment to the awarding party as agreed upon in the contract. The
adjustment of the estimated cost of construction, estimated cost of the
contract package or contract package price shall be made in accordance with
regulations of law on construction cost management and law on bidding.
Article 37. Adjustment of
volume of work specified in construction contracts
1. The parties to a contract must specifically
agree upon the cases of adjustment of the volume, scope and procedures for
adjusting the volume.
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a) For a lump sum contract: in the event that there
is any reasonable additional work outside the scope of work under the signed
contract (outside the scope of work to be performed according to the design,
for an execution contract and contract for equipment supply; outside the
consultancy duties to be performed, for a consultancy contract).
In this case, if the adjustment of the volume does
not result in the approved contract package price being exceeded, the investor
and contractor shall consider, agree and sign an appendix to the contract; if
the adjustment results in the approved contract package price being exceeded,
it must be considered and decided by the investment decision maker; in case of
failure to reach an agreement, the volume of such additional work shall form a
new contract package and the selection of contractor to perform this contract
package shall comply with applicable regulations.
b) For a fixed unit price contract or an adjusted
unit price contract: if the addition of volume of reasonable work for which a
unit price has yet to be specified in the contract does not result in the
approved contract package price being exceeded, the investor and contractor
shall consider, agree and sign an appendix to the contract; if the addition
results in the approved contract package price being exceeded, it must be
considered and decided by the investment decision maker; the volume of work for
which a unit price has been specified in the contract shall be determined according
to the actual volume of the completed work commissioned (increased or decreased
as compared to that specified in the signed contract).
3. [23]
For the volume of the extra-contractual work for which a unit price or method of
determining the unit price has yet to be set out in the contract, the parties
to the contract shall agree upon the unit price or principles and method of
determining the unit price to perform such work prior to performance.
Article 38. Adjustment of unit
price and construction contract price
1. In a construction contract, the parties shall
specifically agree upon the cases in which the adjustment of the unit price and
construction contract price is permitted; procedures, scope, method and bases
for adjusting the contract price; the method of adjusting the contract price
must be conformable with the type of the contract price and the nature of work
in the construction contract.
2. The adjustment of the contract unit price shall
be made as follows:
a) The adjustment of the unit price for contract
performance shall only apply to the adjusted unit price contract and time-based
contract if the parties so agree in the contract.
b)[24]
If the actual increased or decreased volume of work exceeds 20% of the
corresponding volume of work specified in the contract and results in a change
of over 0.25% of the contract value and over 1% of the unit price for such work
or a unit price for the volume of additional work has yet to be specified in
the contract, the parties shall agree to determine a new unit price according
to the principles agreed upon in the contract with respect to the unit price
for such volume so as to make a payment.
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If the actual decreased volume of work exceeds 20%
of the corresponding volume of work specified in the contract, the new unit
price shall only apply to the entire volume of work actually completed and
commissioned.
c) If the actual
increased or decreased volume of work is less than or equal to 20% of the
corresponding volume of work specified in the contract, the unit price
specified in the contract shall apply, including the adjusted unit price
according to the agreements (if any) in the contract so as to make a payment.
d) The adjustment of the contract unit price for
the volume of work for which at the time of signing the contract the awarding
party and receiving party agree to adjust the unit price shall be made
according to Clause 3 of this Article and guidelines provided by the Ministry
of Construction.
3. Method of adjusting the construction contract
price:
a)[25]
The methods of adjusting the contract price comprise direct offsetting method
and method of applying the formula mentioned in Point b of this Clause. The method
of adjusting the price shall be adopted in conformity with the nature of work,
type of contract price and payment currency and be agreed upon by the parties
in the contract. The price index for adjusting the construction contract price
using the formula in Point b Clause 3 of this Article is the construction price
index.
b) The input database for adjusting the price must
be conformable with contents of the contractual work. The contract shall
specify the use of sources of price information or sources of price index of
competent authorities to adjust the contract price according to the formula
below:
GTT = GHD x Pn
Where:
- “GTT”: the payment price in proportion
to the volume of completed work commissioned.
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- “Pn”: the adjustment coefficient
(increased or decreased) intended for the payment of the contract regarding the
volume of completed work commissioned during the “n” period.
4. The Ministry of Construction shall provide
specific guidelines for adjusting construction contracts.
Article 39. Adjusting
construction contract performance schedule
1. In a construction contract, the parties shall
agree upon the cases in which the adjustment of schedule is permitted. If the
duration of completion is later than the schedule prepared for the contract,
the parties must clearly determine their responsibilities for any damage caused
by the schedule delay.
2. The contract performance schedule shall be
adjusted in the following cases:
a) Under the influence of an earthquake, storm,
flood, tsunami, fire, conflict or another force majeure event.
b) Any change or adjustment to the project, scope
of work, design or construction measures is made as requested by the awarding
party, thereby affecting the contract performance schedule;
c) The transfer of the site is not made in
accordance with the agreements in the contract, the contract has to be
suspended due to the fault of the awarding party or the relevant procedures
affect the contract performance schedule through no fault of the receiving
party.
d) The performance of work is suspended as
requested by the competent authority through no fault of the awarding party.
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Section 6. SUSPENSION,
TERMINATION, BONUSES, AND PENALTIES FOR BREACHES OF CONSTRUCTION CONTRACTS
Article 40. Suspension of
performance of work specified in construction contracts
1. The cases in which suspension of performance of
work in the contract is permitted, the right to suspend performance of work;
the suspension procedures, the compensation for damage caused by the suspension
shall be agreed upon by the awarding party and receiving party in the
construction contract.
2. The parties to the contract are entitled to
suspend performance of a construction contract in the following cases:
a) The awarding party is entitled to suspend
performance of the construction contract if the receiving party fails to
satisfy requirements concerning quality, occupational safety and schedule under
the signed contract.
b) The receiving party is entitled to suspend
performance of the construction contract and extend the schedule when the
awarding party violates agreements on payment such as failure to fully pay the
receiving party the value for the payment stage agreed upon by the parties
after 28 days from the payment deadline as prescribed in Clause 10 Article 19 of
this Decree, unless otherwise agreed upon by the parties; no payment security
for the volume of work to be performed is provided.
3. Before either party suspends performance of
contractual work, it shall notify the other party in advance by giving 28 days’
notice specifying the reasons for suspension; the awarding party and receiving
party shall carry out negotiations to continue to correctly implement the
agreements under the signed contract, except force majeure events.
If the party
suspending performance of the contract fails to give a notice or the reason for
suspension is found unconformable with the contract, it shall compensate for
any damage to the other party.
Article 41. Termination of
construction contracts
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2. Each party has the right to terminate the
contract without compensating for any damage in the cases specified in Clauses
7 and 8 of this Article.
3. If the contract performance has been suspended
and the defaulting party fails to rectify its fault within fifty-six (56) days
from the date of suspension as notified without any legitimate reason unless
otherwise agreed upon the by parties, the suspending party is entitled to
terminate the contract.
4. If either party unilaterally terminates the
construction contract through no fault of the other party, the party
unilaterally terminating the contract shall compensate for any damage to the
other party.
5. Before either party terminates the contract, it
shall give a written notice to the other party a certain period of time in
advance as agreed upon in the contract but not less than twenty-eight (28) days
unless otherwise agreed upon by the parties, specifying the reason for
termination. If the party terminating the contract fails to give a notice
resulting in any damage to the other party, the former shall compensate the
latter.
6. The construction
contract shall cease to have effect from the date of termination and the
parties shall complete the contract liquidation procedures within a certain
time limit as agreed upon in the contract but not exceeding fifty-six (56) days
from the date on which the notice of contract termination is given unless
otherwise agreed upon by the parties. Upon the expiry of the said time
limit, if either party fails to follow the liquidation procedures, the other
party has full powers to decide the liquidation.
7. The awarding party is entitled to terminate the
contract in the following cases:
a) The receiving party is bankrupt or dissolved or
transfers the construction contract to another person or organization without
approval by the awarding party.
b) The receiving party refuses to perform work
under the contract or fails to perform work under the contract for a period of
fifty-six (56) straight days, resulting in violation of the performance
schedule as agreed upon in the contract unless otherwise permitted by the
awarding party.
8. The receiving party is entitled to terminate the
contract in the following cases:
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b) The work is suspended for more than 56 straight
days due to the fault of the awarding party unless otherwise agreed upon by the
parties.
c) The awarding party fails to make the payment to
the receiving party after fifty-six (56) days from the receipt of the
sufficient and valid payment documentation unless otherwise agreed upon by the
parties.
9. Within two (02) working days from the date on
which the construction contract is terminated, the receiving party must move
all materials, employees, machinery, equipment and other assets under its
ownership out of the construction site. If upon the expiry of the said time
limit the receiving party has yet to make the move, the awarding party reserves
the right to handle such assets unless otherwise agreed upon by the parties.
Article 42. Contractual
bonuses and penalties for contractual breaches [26]
Contractual bonuses and penalties for contractual
breaches shall comply with Clause 1 Article 146 of the Law on Construction No.
50/2014/QH13 and Clause 2 Article 146 of the Law on Construction No.
50/2014/QH13 amended by Point c Clause 64 Article 1 of the Law No. 62/2020/QH14
on amendments to the Law on Construction.
Article 43. Responsibilities
for breaches of construction contracts
1. Responsibilities for breaches of construction
contracts are specified in Clauses 3 through 7 Article 146 of the Law on
Construction No. 50/2014/QH13, regulations of this Decree and relevant
regulations of law.
2. If the awarding party fails to fails to make
timely and adequate payment as agreed upon in the contract, it must compensate
the receiving party at the interest rate charged on overdue debts announced by
the commercial bank where the receiving opened its payment account
corresponding to the late payment periods. The interest on overdue debts starts
being chargeable from the first date of late payment up until the awarding party
has made a full payment to the receiving party unless otherwise agreed upon by
the parties.
Section 7. COMPLAINTS AND
SETTLEMENT OF CONSTRUCTION CONTRACT DISPUTES
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1. For the purposes of this Decree, any complaint
during performance of a construction contract means that either party detects
that the other party has incorrectly fulfilled or failed to fulfill its
obligations under the contract, then the former reserves the right to request
the latter to correctly implement the contents of the signed contract. In such
a case, the detecting party reserves the right to file a complaint against the
other party about this matter.
2. When one party files a complaint against the
other party, it must provide specific grounds and proof to clarify the
complaint.
3. Within fifty-six (56) days from the date on
which an issue arises that the other party has performed the contract
inconsistently with the signed agreements, the detecting party shall immediately
notify the other party thereof and file a complaint about this matter. Upon the
expiry of the said time limit, if neither party files a complaint, the parties
shall perform the contract in accordance with the signed agreements.
4. Within twenty-eight (28) days from the receipt
of the complaint, the party receiving the complaint shall provide grounds and
proof to prove such complaint is consistent with the signed contract. If the
grounds and proof are unpersuasive and unreasonable, the intent of the complaint
filed by the party receiving the complaint must be accepted. Upon the expiry of
the said time limit, if the party receiving the complaint does not respond, it
shall be deemed to have accepted the complaint filed by the detecting party.
5. Complaints filed by either party shall be sent
to the correct transaction address or the address as agreed upon by the parties
in the contract. Any complaint which is not handled by the parties to the
contract shall be handled as prescribed in Article 45 hereof.
Article 45. Settlement of
construction contract disputes
1. When settling disputes during performance of a
construction contract, the parties must follow the principles and procedures
prescribed in Clause 8 Article 146 of the Law on Construction No. 50/2014/QH13.
2. If the parties to the contract agree that the
contract dispute is settled via conciliation by an organization or one or more
expert individuals (hereinafter collectively referred to as the “dispute
settlement committee”), the settlement via this committee shall be prescribed
as follows:
a) The dispute settlement committee may be
specified in the contract at the time of signing or established after the
dispute arises. The number of members of the dispute settlement committee shall
be agreed upon by the parties. Members of the dispute settlement committee are
required to have expertise in the content of the matters under dispute,
experience in dispute settlement and a good knowledge of regulations of law on
construction contracts.
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c) The costs paid to the dispute resolution
committee shall be included in the contract price and incurred equally by both
parties unless otherwise agreed upon by the parties.
3. The prescriptive period for filing a complaint
to binding arbitration or to a court for settlement of a construction contract
shall comply with relevant regulations of law.
Section 8. OTHER CONTENTS OF
CONSTRUCTION CONTRACTS
Article 46. Insurance and
warranty under construction contracts
1. Insurance
a) The investor shall buy insurance for the works
during the construction period regarding the works that affect community safety
or the environment and works applying sophisticated construction techniques and
complicated conditions for execution of construction. If the insurance premium
has been included in the contract price, the receiving party shall buy
construction insurance as regulated.
b) Consultancy contractors shall buy professional
indemnity insurance for construction consultants regarding construction survey
or construction design of Grade II construction works or higher.
c) The receiving party shall buy different types of
insurance (insurance for employees on the construction site, equipment
insurance, third-party insurance, etc.) necessary for ensuring its operations
according to regulations of law.
2. Warranty
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b) Warranty security may be provided adopting the
method of guarantee or another method agreed upon by the parties, but priority
shall be given to the method of guarantee.
c) The receiving party is only permitted to return
the work warranty security after the warranty period expires and the investor
certifies the completion of warranty.
d) During the warranty period, the receiving party
shall provide the warranty within twenty-one (21) days from the receipt of the
notice of repair from the awarding party; if within the said time limit the
receiving party fails to provide the warranty, the awarding party is entitled
to use the warranty money to hire another entity to carry out the repair.
Article 47. Sub-contracts
1. A head contract may have multiple sub-contracts.
When signing a sub-contract, the general contractor, head contractor or foreign
contractor must comply with the following regulations:
a) Only qualified sub-contractors are permitted to
sign the sub-contract.
b) Any foreign contractor performing a construction
contract within Vietnam’s territory as a head contractor must hire domestic
sub-contractors that meet requirements of the contract package and is permitted
to sign sub-contracts only when domestic sub-contractors do not meet the
requirements of the contract package. Materials and equipment temporarily
imported for re-export must be specified in the contract on the principle that
priority is given to the use of domestic materials and equipment that meet the
requirements of the contract package.
c) Any sub-contractor not included in the list of
sub-contractors attached to the contract must be approved by the investor.
d) The general contractor and head contractor must
be responsible to the investor for the schedule, quality, occupational safety,
environmental protection, mistakes and work performed by sub-contractors.
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2. Sub-contractors appointed by the investor (if
any)
a) A sub-contractor appointed by the investor means
a sub-contractor appointed by the investor for the head contractor or a
sub-contractor employed by the general contractor to act as sub-contractor to
perform some parts of the demanding job or when the head contractor or general
contractor fails to meet the requirements concerning safety, quality and
contract performance schedule as requested by the investor.
b) For a construction contract employing any
sub-contractor appointed by the investor, the parties to the contract shall
specifically agree upon the cases in which the investor is permitted to appoint
a sub-contractor.
c) The head contractor or general contractor is
entitled to refuse a sub-contractor appointed by the investor if the work being
performed by the sub-contractor still correctly complies with the agreements in
the contract or there are sufficient grounds for believing that the
sub-contractor appointed by the investor fails to satisfy the contractual
requirements.
3. The investor shall make payment directly to the
sub-contractor on the basis of the payment proposal of the head contractor or
general contractor unless otherwise agreed upon by the parties.
4. Sub-contractors have all rights and obligations
of the receiving party in accordance with regulations of this Decree and other
relevant regulations of law.
Article 48. Occupational
safety, environmental protection and fire safety
1. Responsibilities of the parties for occupational
safety must be agreed upon in the contract and are prescribed as follows:
a) The contractor for execution of construction of
works (hereinafter referred to as “the construction contractor”) must adopt
measures to ensure safety of people, machinery, equipment and works on the
construction site, including neighboring works. If safety measures concern
multiple parties, they must be agreed upon by such parties.
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c) The construction contractor, the investor and
other parties concerned shall regularly inspect and supervise the
implementation of occupational safety regulations work on the construction
site. Construction must be suspended if any violation of occupational safety
regulations is found. Any person who fails to prevent a violation of the
regulations on occupational safety under his/her management must take legal
responsibility for the violation.
d) The construction contractor shall provide
training and instructions on occupational safety regulations and disseminate
them to its employees. As for some work subject to strict occupational safety
requirements, employees performing such work must obtain a certificate of
occupational safety training.
dd) The construction contractor shall provide
adequate personal protective equipment to employees when employing them to work
on the construction site.
e) If an occupational safety incident occurs, the
construction contractor and the parties concerned shall handle it and notify
the occupational safety authority as prescribed by law, take remedial actions
and compensate for any damage caused by its failure to ensure occupational
safety.
2. Responsibilities of the parties for
environmental protection must be agreed upon in the contract and are prescribed
as follows:
a) The construction contractor must take measures
to protect the environment for employees on the construction site and ambient
environment, including measures to control dust and noise and to clean the
construction site; wastewater, solid waste and other types of waste must be
collected and treated according to environmental technical regulations and
standards on environment.
For construction works in urban areas, measures
should be in place to cover such works and transport waste to the designated
place.
b) During the transport of building materials and
waste, measures to cover them must be taken to ensure environmental safety.
c) The construction contractor and investor shall
inspect and supervise the protection of construction environment and are at the
same time subject to inspection and supervision by the environment authority.
If the construction contractor fails to comply with regulations on
environmental protection, the investor and environment authority reserve the
right to suspend construction and request the contractor to correctly implement
environmental protection measures.
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3. The parties to the construction contract must
comply with applicable regulations on fire safety.
Article 49. Electricity, water
and security on construction sites
The parties must agree in the contract upon their
rights and obligations regarding the electricity and water supply, security on
construction sites, and payment of costs thereof.
Article 50. Transport of
technological equipment
1. The receiving party must notify the awarding
party a certain period of time in advance of time of equipment delivery but not
less than twenty-one (21) days.
2. The receiving party shall assume responsibility
for packaging, handling, transporting, warehousing and storing equipment,
unless otherwise agreed upon by the parties.
3. The receiving party must compensate the awarding
party for any damage and costs incurred in connection with transport of
equipment by the receiving party.
Article 51. Risks and force
majeure
1. Risk refers to a danger which exert negative
effects on performance of a construction contract in the future. In the construction
contract, the parties must define their responsibilities for managing and
dealing with risks; their responsibilities for rectifying consequences in the
event of risk.
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3. When either party encounters a force majeure
event, it must give a written notice to the other party as soon as practicable.
4. The parties must agree to deal with force majeure
in the contract such as notice of force majeure; responsibilities of the
parties for force majeure; termination and payment of the construction contract
in the event of force majeure (if any).
Chapter III
IMPLEMENTATION CLAUSE
Article 53. Effect[27]
1. This Decree comes into force from June 15, 2015.
2. The Government’s Decree No. 48/2010/ND-CP dated
May 07, 2010 and Decree No. 207/2013/ND-CP dated December 11, 2013 shall cease
to have effect from the effective date of this Decree.
Article 53. Transitional
clauses[28]
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2. Any construction contract which is under
negotiation and have not been signed contains any content unconformable with
regulations of this Decree, it must be reported to the investment decision maker
for consideration and decision on the principle that quality, schedule and
efficiency of the construction project are ensured and the lawful rights and
interests of the parties are not infringed.
3. Any content regarding construction contracts in
the approved but unreleased bidding documents or request for proposals which is
unconformable with regulations of this Decree must be adjusted to make it
conformable; if bidding documents or request for proposal has been released,
any adjustment to the contents relating to construction contracts with a view
to conformity with regulations of this Decree must be notified to all bidders
that have bought the bidding documents or request for proposals; if the bid has
closed, the regulations set out in Clause 2 of this Article shall be
implemented.
Article 54. Implementation
1. Upon formulation, appraisal and approval of
bidding documents or requests for proposal whose contents are related to
construction contracts; upon negotiation, signing and management of performance
of construction contracts, entities must comply with the regulations laid down
in this Decree.
2. [29]
The Ministry of Construction shall inspect and provide guidance on the
implementation of regulations of law on construction contracts; provide
guidance on adjusting construction contracts, methods of adjusting construction
contract prices, types of construction contracts, forms of construction
contracts; on EPC contract form; simple and small-scale construction contract form
and other necessary contents of this Decree with a view to satisfaction of
requirements for state management of construction works.
3. Organizations and individuals are encouraged to
use the set of model contract conditions of the International Federation of
Consulting Engineers (FIDIC) and model construction contracts to formulate and
perform construction contracts. Upon using model construction contracts, the
parties must consider adjusting their contents to make them conformable with
regulations of Vietnamese law.
4. Ministers, heads of ministerial agencies, heads
of Governmental agencies, Chairmen/Chairwomen of People’s Committees of
provinces and central-affiliated cities, heads of political
organizations, socio-political organizations, socio-occupational-political organizations, Presidents of Boards
of Directors of Economic Groups and State Corporations and relevant entities
are responsible for the implementation of this Decree./.
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PP. THE
MINISTER
THE DEPUTY MINISTER
Nguyen Van Sinh
[1] The Government’s Decree
No. 50/2021/ND-CP on amendments to the Government’s Decree No. 37/2015/ND-CP
dated April 22, 2015 on elaboration of construction contracts, which has been
effective since April 01, 2021, is promulgated pursuant to:
“The Law on Government Organization dated
June 19, 2015;
The Law on the Law on Local Government
Organization dated June 19, 2015;
The Law on Amendments to the Law on Government
Organization and Law on Local Government Organization dated November 22, 2019;
The Law on Construction dated June 18, 2014; Law
on Amendments to the Law on Construction dated June 17, 2020;
The Law on Public Investment dated June 13,
2019;
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The Law on Bidding dated November 26, 2013;
The Law on Management and Use of State Capital
Invested in Manufacturing and Business Activities of Enterprises dated November
26, 2014;
The Law on Local Government Organization dated
June 19, 2015 and the Law on Amendments to the Law on Government Organization
and Law on Local Government Organization dated November 22, 2019;
At the request of the Minister of Construction;”
[2] This Clause is amended by
Clause 1 Article 1 of the Government’s Decree No. 50/2021/ND-CP on amendments
to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[3] This Point is amended
by Point a Clause 2 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[4] This Point is amended
by Point b Clause 2 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[5] This Point is amended
by Point c Clause 2 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[6] This Point is amended
by Point d Clause 2 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
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[8] This Point is added by
Point e Clause 2 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[9] This Point is added by
Point e Clause 2 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[10] This Point is amended
by Point g Clause 2 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[11] This Clause is added
by Clause 3 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[12] This Clause is added
by Clause 4 Article 1 of the Government’s Decree No. 50/2021/ND-CP on amendments
to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[13] This Point is added
by Point a Clause 5 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[14] This Point is added
by Point b Clause 5 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[15] This Point is added
by Point a Clause 6 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[16] This Clause is added
by Point b Clause 6 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
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[18] This Article is
amended by Clause 8 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[19] This Point is amended
by Clause 9 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[20] This Point is amended
by Clause 10 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[21] This Clause is
amended by Clause 11 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[22] This Article is
amended by Clause 12 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[23] This Clause is
amended by Clause 13 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[24] This Point is amended
by Point a Clause 14 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[25] This Point is amended
by Point b Clause 14 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
[26] This Article is
amended by Clause 15 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.
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”Article 3. Effect and implementation
1. This Decree comes into force from the day on
which it is signed.
2. Ministers, heads of ministerial agencies,
heads of Governmental agencies, Chairmen/Chairwomen of People’s Committees of
provinces and central-affiliated cities, heads of political organizations,
socio-political organizations, socio-occupational-political organizations,
Presidents of Boards of Directors of Economic Groups and State Corporations and
relevant entities are responsible for the implementation of this Decree./.”
[28] Article 2 of the
Government’s Decree No. 50/2021/ND-CP on amendments to the Government’s Decree
No. 37/2015/ND-CP dated April 22, 2015 on elaboration of construction
contracts, which has been effective since April 01, 2021, stipulates that:
“Article 2. Transitional clauses
1. Any construction contract which has been
signed and is being performed before the effective date of this Circular shall
be performed in accordance with regulations on construction contracts before
the effective date of this Decree and contents of the signed contract.
2. Any construction contract which is under
negotiation and have not been signed contains any content unconformable with
regulations of this Decree, it must be reported to the investment decision
maker for consideration and decision on the principle that quality, schedule
and efficiency of the construction project are ensured and the lawful rights
and interests of the parties are not infringed.
3. Any content regarding construction contracts
in the approved but unreleased bidding documents or request for proposals which
is unconformable with regulations of this Decree must be adjusted to make it
conformable; if bidding documents or request for proposal has been released,
any adjustment to the contents relating to construction contracts with a view
to conformity with regulations of this Decree must be notified to all bidders
that have bought the bidding documents or request for proposals; if the bid has
closed, the regulations set out in Clause 2 of this Article shall be
implemented.”
[29] This Clause is
amended by Clause 16 Article 1 of the Government’s Decree No. 50/2021/ND-CP on
amendments to the Government’s Decree No. 37/2015/ND-CP dated April 22, 2015 on
elaboration of construction contracts, which has been effective since April 01,
2021.