SCHEDULE ‘B’
GENERAL CONDITIONS OF CONTRACT FOR CONTRACT CONCLUDED BY MINISTRY OF DEFENCE

DEFINITIONS :

In the interpretation of the Contract and the General and Special Conditions governing it unless the context otherwise requires :-

1.
i)
The terms “the Contract” shall mean the invitation to quote instructions to prospective Suppliers, Quotations acknowledgement of the acceptance, particulars as hereinafter defined and the General and Special Conditions specified in the invitation to quote subject to modifications, if any by the acceptance of quotation or the special and general conditions specified in the acceptance of quotation.
 
ii)
The term “the Contractor shall mean the person with whom the contract is made and shall include his heirs, executors administrators or successors and permitted assignees as the case may be.
 
iii)
Contract price shall mean the sum accepted or the sum calculated in accordance with the prices accepted by or on behalf of the Government.
 
iv)
The term “delivery” shall mean delivery by the dates specified in the contract of stores which are found acceptable by the Inspector and not the submission of stores which are not to the required standard of which are not delivered by the dates.
 
v)
The term “Government” shall mean the Central Government.
 
vi)
The term “Secretary” means the Secretary of the Ministry of Defence Supplies for the time being in the administrative charge of the subject matter of the contract and includes Additional Secretary, Special Security, Joint Secretary or Deputy Secretary in such Ministry or Department, the Directors and every other officer authorized for the time being to execute contracts relating to purchase, development and supply of stores on behalf of the President of India.
 
vii)
The term “drawing” shall mean the drawings and plans specified in the schedule or specifications annexed to the invitation to quote subject to modifications, if any, by the acceptance of quotation and /or the schedule or specifications annexed to the acceptance of quotation.
 
viii)
The term “the Inspector” shall mean any person nominated by or on behalf of the purchase to inspect supplies, stores or the work under the contract or his fully authorized agent.
 
ix)
The term “material” shall mean anything used in the manufacture of stores.
 
x)
The term “Particulars” shall mean the following :-
 
a) Specification.
b) Drawing
c) Sealed pattern denoting a pattern sealed and signed by the Inspector
d) Certified or sealed sample denoting a certified copy of the sealed pattern or sample sealed by the Purchaser for guidance of the Inspector.
e) Trade pattern denoting a standard of the B.S.I. or other standardizing authority or a general standard of industry and obtainable in the open market.
f) Proprietary make denoting the product of an individual firm.
g) Any other details governing the construction, manufacture and /or supply as existing for the contract.
 
xi)
The term “the stores” shall mean what the contractor agrees to supply under the contract.
 
xii)
The term “test” shall mean such test or tests as the prescribed by the specification or are considered necessary by the Inspector.
 
xiii)
The term “site” shall mean the place or places named in the tender or such other place or places as may be approved by the Purchaser at which any work has to be carried out.
 
xiv)
Words importing persons shall included any company or association or body of individuals whether incorporated or not.
Words importing the singular only shll also include the plural and vice versa where the context requires.
 
xv)
Writing shall include any manuscript, typewritten or printed statement under or over signature or seal as the case may be.
 
xvi)
“Purchase” means the purchaser named in the schedule of acceptance to the tender and includes his successors or assignees.
 
xvii)
“Consignee” means the person specified in the contract to whom the stores are to be delivered at destination in the manner specified therein.
2.
(i)
AUTHORITY OF PERSON SIGNING DOCUMENTS :
 
A person signing tender or any documents relating to the contract on behalf of contractor shall be deemed to warrant that he has authority to bind the Contractor. If, it is discovered that the person so signing has no authority to do so, the purchaser may, without prejudice to any other right or remedy or signatory liable for all costs and damages.
 
(ii)
NOTICE ON BEHALF OF PURCHASER
 
Notices on behalf of the Purchaser in connection with this contract, may be given by any officer authorized in that behalf.
3.
RESPONSIBILITY FOR EXECUTING CONTRACT
 
(i)
CENTRAL : The Contractor is to be entirely responsible for the execution of the contract in all respects in accordance with the terms and conditions as specified hereunder. Any approval which the Inspector may have given in respect of the stores, material or other particulars and the work or the workmanship involved in the contract (whether with or without test carried out by the Contractor or the Inspector) shall not bind the Purchaser and not withstanding any approved or acceptance given by the Inspector, it shall be lawful for the consigned of the stores on behalf of the Purchaser to reject the stores / supplied by the Contractor are not in conformity with the terms and conditions of the contract in all respects.
 
(ii)
SUBMITING OF CONTRACT :The Contractor shall not sublet, transfer or assign the contract or any part thereof without the Contractor contravening this condition the Purchaser shall be entitled to place the contract elsewhere on the Contractor in account .
 
(iii)
ASSISTANCE TO CONTRACT : The Contractor shall not, except to the extent specifically agreed to by the purchaser in the contract be entitled to assistance either in the procurement of raw materials required for the fulfillment of the contract or in the securing of the transport facilities. Any assurance or assistance given or attempted to be given to the Contractor in regard to these and not covered by the term of the contract shall not be construed as a representation that the Purchaser is willing to waive its rights under this or any other condition of the contract. Provided, however, that in the event of such assistance resulting in the Contractor obtaining materials at cot lower than their market prices entitled to a proportionate reduction in the prices of the finished articles.
 
3-A
USE OF RAW MATERIALS SEQUIRED WITH PURCHASER’S ASSISTANCE :
 
Where any raw materials for the execution of the contract are procured with the assistance of the Purchaser either y issue from Government stocks or by purchase under arrangements made or permit(s) or License(s) quota certificate or release order issued by or on behalf or under the authority or the Government, the Contractor (i) shall hold the said materials as trustees for the purchasers (ii) shall use such materials economically and solely for the purpose of the contract against which they are issued (iii) shall not dispose of the same with out the permission of the purchaser and (iv) shall return if required by the Purchaser all surplus or unserviceable materials that may be left with him after the completion of the contract or at its termination for any reason whatsoever, on his being paid such price as Purchaser may fix with due regard to the condition of the material. The freight charges for transportation of the material according to the directions of the purchaser shall be borne by the Contractor, in the event of the contract being cancelled for any default on this part. The decision of Purchaser in this regard shall be final and conclusive. In the event of a breach of aforesaid conditions, the Contractor shall in addition to throwing himself open to action for contravention of terms of the license(s) or the permit(s) quota certificate or release order and /or for advantages or profits resulting or which in the usual course would have resulted to him by reason of such breach.
 
3-B
QUOTATION OF RATES BY CONTRACTORS :
 
The price quoted by the Contractor shall not in any case exceed the controlled price if any fixed by the Government or under any law or the reasonable price which it is permissible for him to change private purchaser for the same class and description of goods under the provision of any law for the time being in force .If the price quoted exceeds the controlled price or the price permissible under the law the contractor will specifically mention this fact with his quotation along with the reasons of quoting such higher price. The Purchase at its discretion will in such cases exercise of revising the price at any stage so as to conform with the controlled price. This discretion will be exercised without prejudice to any other action that may be taken against the contractor.
4.
SPECIFICATION ETC :
 
i)
Generally the stores shall be of the best quality and workmanship and comply with the contract and in all respectable to the satisfaction of the Inspector.
 
ii)
In particular and without prejudice to the foregoing conditions and in addition there to when quotations are called for in accordance with the “Particulars” the Contractor’s quotation to supply in accordance with such particulars, shall be deemed to be an admission on his part that he has fully acquainted himself with the details thereof and no clue on his part which may arise on account of non-examination of the ‘Particulars’ will in any circumstances be considered.
 
iii)
The Contractor shall supply the stores in accordance with the particulars (unless/deviation is authorized as an exceptional case and expressly specified in the contract).
 
iv)
If the specification and/or drawing exists then the sealed pattern or certified sample thereof will govern supply only to the extent workmanship and finish. If neither a specification nor a drawing exists then the sealed pattern or certified sample thereof will govern supply in all respects.
 
v)
When neither specification drawing nor pattern is available to govern supply, the supply must be of quality, material, pattern and workmanship which the purchaser has agreed will be acceptable and the contractor has undertaken to supply. And when under these circumstances a contractor’s sample has been approved by the inspector, the stores supplied must be equal in all respects to such sample.
 
vi)
If any dimensions figured upon a drawing differ from these obtained by scaling the drawing , the contractor shall bring the discrepancy to the notice of the Inspector and the Purchaser . The Inspector’s decision in the matter shall be final.
 
vii)
Alteration of specifications, Patterns and Drawings :

Purchaser reserves the right from time to time main specifications and drawings and as from the dates specified in that regards the stores shall be in accordance with the specifications, pattern and drawing as so altered. In the event any such alteration involving an alteration involving an alteration in the cost of, or in the period required for production, a version of the contract price and of the time for delivery shall be made in relation to the articles, the subject of the alteration. The decision of the Purchaser on the questions whether the alteration in the cost of or in the period required for production shall be final and conclusive.

5
SAMPLES :
 
i)
Advance Samples : There an advance sample is required to be approved under the terms of the contract, the Contractor shall submit the sample to the Inspector within the time specified in the contract. If the contractor is unable to do so, he must apply immediately to the office issuing one contract for extension of time, stating the reason for the delay. If the purchaser to satisfied that a reasonable ground for an extension of time exists, he may allow such additional time as he considered to be justified (and his decision shall be final) without altering the deliver period stipulated in the contract. In the event of the failure of the contractor to deliver the advance samples by the date specified in the contract or any other date to which the time may be extended as aforesaid by the Purchaser shall be entitled to cancel the contract and if so desired purchase the stores at the risk and cost of the contractor.
 
ii)
Charges : All the samples required for test shall be supplied by the Contractor free of cost unless the contract provides otherwise. Where the sample which is supplied free is rejected after examination and test the sample or whatever remains of the sample after examination and test will be returned to the contractor at this cost on request made within three months of the date of rejection . In case any stores belonging to the Purchaser have been utilized for the sample, the Contractor shall, in addition be liable, to pay the amount demanded by the Purchaser as cost/damage on its stores.
 
iii)
Marking :All samples submitted must be clearly labeled with the Contractor’s name and address and contract number.
 
iv)
Not to govern standard : If the Contractor submits a sample with his quotation the sample shall not govern the standard of supply except when it has been specifically stated in the contract that it is accepted instead of any special pattern.
 
v)
Deliveries :
 
a) The Contractor is advised to submit samples of stores he proposes to submit for inspection for the first consignment for test before proceeding with bulk manufacture of delivery.
 
b) If specially so marked and will be inspected and the result of the inspection will be notified immediately to the contractor.
6.
RISK OF LOSS OR DAMAGE TO PURCHASER’S PROPERTY :
 
i)
The contractor guarantees the due return of all purchase property including the particulars issued to him and will be responsible for the full value thereof to be assessed by the office issuing the contract for all loss thereof damage there to from whatever cause happening while in the possession or control of the Contractor, his servants, ---- or agents.
 
ii)
In cases in which the Government’s or purchaser’s property is insured against fire by the contractor at the request of the purchaser such insurance shall be deemed to be affected by way of additional precautions with the object of minimizing the loss to the contractor but without prejudice to the liability of the contractor under sub-clause 6(a) above.
7.
PACKING :
 
i)
Responsibility for proper packing : The contractor will be responsible for the stores being sufficiently and properly packed for transport by rail, road and sea so as to ensure their being free from loss on injury on arrival at their destination. The packing of stores shall be done by and at the expense of the Contractor.
 
ii)
Packing materials free supply : All packing cases, containers, packing and other similar materials should be supplied free by the contractor and same shall not be returned unless otherwise specifically agreed upon.
 
iii)
Marking of Packages, packing etc : Each bale or package delivered under this contract shall be marked by and at the expense of the contractor and in particular must be distinctly marked (all previous irrelevant markings being carefully obliterated) with the description and quantity of the contents with the consignee’s name and address wit description, weight for the purpose of verification on the contractors packing account. All markings should be carried out with a paint satisfactory to the inspector as regards quickness of drying, fastness and indelibility. If the stores are not packed and marked in accordance with the instructions, or in cases where the packing materials are delivered separately and they are not in accordance with those instructions or not marked according to them, consignments are liable to be rejected by the Inspector, whose decision as to the sufficiency of otherwise compliance with the instructions shall be final. Repacking, if any, required by the Inspector before onward dispatch shall, if not carried out by the contractor within a reasonable time of demand therefore, be carried out by the Inspector at the cost of the Contractor.
 
iv)
Packing Note : Each bale or packing shall contain a packing note quoting specifically the same of the Contractor, the Contract and/or supply or repeat order number and date, the destination of the stores and the quantity contained in the bale or package.
8.
CHARGES FOR WORK NECESSARY FOR COMPLETION OF CONTRACT :
 
The Contractor shall pay all charges for handling, stamping, marking, drawings, templates, model and gauges for protecting and preserving patent rights and for all such measures as the Inspector may deem necessary for the proper completion of the contract. Special provision therefore may not be made in the particulars.
9.
DELIVERY :
 
i)
Time for and date of delivery, the essence of the Contract : The time for and the date of delivery of the stores stipulated in the contract shall be deemed to be of the essence of the contract, and delivery must be completed not later than the dates specified therein. The time given for delivery or dispatches dates from receipt by the Contractor of the contract or supply order together with all necessary information and drawings to enable the work to be put in hand.
 
ii)
Notification by Contractor : Notice in writing shall be sent by the Contractor to the Inspector when the stores to be supplied are ready for submission for inspection and test. The Purchaser ( and not the Inspector) is responsible for immediately notifying the Contractor if submission is to be retarded.
 
iii)
Failure and Termination : Should the Contractor fail to deliver the stores or any consignment thereof, within the period prescribed for such delivery, the purchaser shall be entitled at its option either :-
 
a)
To recover from the Contractor as agreed liquidation damages, and not by way of penalty a sum of 2 % of the price of any stores which the Contractor has failed to deliver as aforesaid, for each month or part of a month exceeding 15 days during which delivery of such stores may be in arrears, or
 
b)
To purchase else where, without notice to the Contractor and at the risk and cost of the Contractor, the stores not delivered or other of a similar description (where stores exactly complying with the particulars are not in the option of the Purchaser which shall be final, readily procurable) without canceling the contract in respect of the consignments not yet due for delivery, or
 
c)
To cancel the contract or a portion thereof and if so desire to purchase or authorize the purchase of the stores not delivered or other of a similar description ( where stores exactly complying with the particulars are not in the option of the purchaser which shall be final readily procurable) at the risk of the Contractor.
 
In the event of action being taken under (b) or (c) above, the Contractor shall be liable for any loss which the purchaser may sustain on that account, provided that the purchase or, if there is an agreement to purchase, then such agreement, is made within six months of the date of such failure. But he Contractor shall not be entitled to any gain on such purchase made against default. The manner and method of such purchase shall be in the entire discretion of the purchaser whose decision shall be final. It shall not be necessary for the purchaser to serve a notice of such repurchase on the defaulting Contractor. This right shall be without prejudice to the right of the purchaser to recover damages for breach of contract by the Contractor.
 
In the event of the determination/ cancellation of the contract for any reason whatsoever or on complete performance thereof the purchaser may, at its option (without prejudice to any right which may be available to the Purchaser under any law for the time being in force) by notice in writing to the Contractor require the contractor to deliver to the purchaser all or any part of the materials so required (fabricated or otherwise) in his possession or control, got or ordered by him whether in the normal course of business or under special terms arranged through the intervention of the purchaser on its behalf for the performance of the said contract or any part thereto and thereupon the following provisions shall have effect :-
 
a)
The contractor shall, subject to any recoveries that the Purchaser may be entitled to be paid the cost price of the materials so delivered and not rejected as herein after provided plus a reasonable charge for handling.
 
b)
In case at any time after the issue of the said notice, the purchaser shall be of opinion that the materials are damaged or unsuitable for the purchaser’s requirements the purchaser may reject and return such materials.
 
c)
In respect of materials supplied through the intervention of the purchaser or on his behalf and not taken over by the purchaser, at the request of the contractor or with his consent, the contractor shall settle all claims of the supplier including any claims to pay extra charge (if the original stipulated terms had been concessional ) and keep the purchaser indemnified against the same.
 
d)
In respect of finished articles rejected as not being up to specification or the standard of the accepted or sealed sample the purchaser shall have the first option to take over the articles on payment, to the contractor of cost of raw materials actually expended in the production thereof together with reasonable fabrication charges and the purchaser’s decision on both shall be final and conclusive.
 
(iv)
Extension of time:
 
a)
As soon as it is apparent that contract dates cannot be adhered to, an application shall be sent to the office issuing the contract and a copy thereof addressed both to Inspector and the Inspector and the Indenter specified in the schedule.

Should, however, deliveries be made after the expiry of the contract delivery period without prior concurrence of the purchaser and be accepted by the Inspector/Consignee such deliveries will not deprive the purchaser of this right to recover liquidated damages under Clause 9(ii)(a) above.

Provided that where supplies are made within 21 days of the expiry of the date of delivery of the stories originally stipulated in the contract (but not any extended date of delivery) the inspecting officer mentioned in the schedule to the contract may extend the delivery date up to the period of 21 days as * on application to him by the contractor in this behalf, unless the contract specifically provides that this provision will not apply.

 
b)
Without prejudice to the foregoing rights , if such failure to deliver in proper time as aforesaid shall have arisen from any cause which the purchaser may admit as a reason able ground for an extension of the times (and its decision shall be final) it may allow such additional time as it consider to be justified by the circumstances of the case .
 
c)
Provided always that any failure or delay on the part of sub-contractor though their employment may have been sanctioned shall not be admitted as a reasonable ground for any extension of time or for exempting the contractor from liability for any such loss or damage as aforesaid and provided further that no extension shall be allowed unless application for it shall in the opinion of the purchaser (which shall be final) have been made in its opinion, is justified.
 
(v)
(a)
Place of delivery : The contractor, shall as may be required by the government , deliver the stores either free at or for the place or places detailed in the schedule here to and not later than on the dates specified in the contract.
 
(b)
Notification of dispatch : Notification of the deliver dispatch in regard to each and every consignment be made to the authorities named in the form prescribed for the purpose , copies of which will be furnished * of charge by the office issuing the contract. The contractor shall further supply to the consignee a packing account quoting the contract and/or supply repeat order No. and date of all stores dispatched . All packages containers, bundles and loose materials forming part of each and every consignment shall be described fully in the packing account and full details of contracts of packages and quantity of materials are to be given to enable the consignee to check the stores on arrival at destination . The railway receipt shall be forwarded to the consignee immediately after dispatch of stores, otherwise the demurrage charges (if any) paid by the consignee will be recoverable from the contractor.
10.
FREIGHT:
 
Stores shall be dispatched at Public Tarrif Rate Of Military Concession rate as may be specified in the schedule accompanying the acceptance of Tender/supply order . In case where Railway Material concession rates or Military concession rates are admissible, the purchaser will indicate the authority from whom the Railway Material Consignment Note or Permit or Military Credit Note should be obtained if the documents does not accompany the Acceptance of Tender/supply order. The grant of a Military Credit Note shall not projudice the right of inspection and rejection at destination.

In the case of an “F.O.R. station on dispatch” contract the stores should be booked at full wagon rates whenever available, and by the most economical route failure to do which will render the contractor liable for the whole or part of any avoidable expenditure, caused to the purchaser. Where alternative route exist, the purchaser shall, if called upon to do so, indicate the most economical route available or name the authority whose advice in the matter should be taken and acted upon.

11.
INSPECTION AND REJECTION :
 
(i)
Facilities for Test and Examination : The contractor shall afford at his own expense the Inspector all reasonable accommodation and facilities for satisfying himself that the stores are being or have been manufactured in accordance with the particulars and for this purpose the Inspector shall have full and free access at any time during the contract to the contractor’s works and may require the contractor to make arrangements for anything to be inspected at this premises or at any other places and the contractor shall reserve a similar right as regards any sub-contract he may make.

The contractor shall pay all costs connected with such tests and provide without extra charge all materials, tools, labour and assistance of very kind which the Inspector may consider necessary for any tests and examination, other than special or independent tests, which he shall require to be made on the Contractor’s premises, and shall pay all costs attendant thereon, failing these facilities (in regard to which the Inspector will be sole judge) at his own premises for making the tests, the contractor shall bear the cost of carrying out such tests else-where.

The contractor shall also provide and deliver free of charge at such places as the Inspector may direct such material as he may require for tests by analysis (e.g. Chemical Biological, Pharmacological and by other means of testing commonly in use according to the nature of stores) on independent testing machine.

In the event of such test being unsatisfactory and resulting in or leading to the rejection of the stores or any part thereof concerned, or in the event of the stores or any part thereof concerned, or in the event of the disposal of the inspected stores by the contractor and his consequential failure to deliver the same within the period prescribed, the costs of the test or of inspection as the case may be, shall be borne by the contractor and paid by him to the purchaser on demand. Such costs will be assessed at the rates charged by the laboratory concerned for work done for private firms and individuals.

 
(ii)
Methods of Test : The inspector shall have the right to put all stores or materials forming part of same or any part thereof to such tests as he may think proper for the purpose of ascertaining whether the same are in accordance with the particulars and to cut out or off and/or destroy a portion from each delivery for such purpose without prejudice to this right.
 
(a)
Stores expended in test :If the test proves satisfactory and the consignment is accepted, the quantity of the stores or material expended in test will be paid for by the purchaser.
 
(b)
If the stores or material fail in test and the consignment is rejected, the quantity of the quantity expended in test will be treated as not having been delivered.
 
(iii)
Inspector : He will be the Final Authority to inspect and to certify performance.
 
(a)
The Inspector shall also have power before any stores or parts thereof are submit for inspection to certify that hey cannot be tested or inspected in accordance with the contract owing to the method of manufacture not being satisfactory.
 
OR
 
(b)
To reject any stores submitted as not being in accordance with the particulars.
 
(iv)
Inspection and Rejection : The Inspector may reject the whole consignment tendered for Inspection if, after inspection of such portion thereof as he may decide in his discretion, he is satisfied that the consignment is unsatisfactory.
 
(v)
Rejection : If any stores are rejected as aforesaid then without prejudice to the foregoing provisions, the purchaser shall be liberty to :-
 
(a)
Allow the contractor to resubmit stores in replacement of those rejected within a time specified by the purchaser, the contractor entitled to any extra payment, or
 
(b)
Buy the quantity of the stores rejected or others of a similar nature or description elsewhere at the risk and cost of the contractor without affecting the contractor’s liberty as regards supply of any further consignment due under the contract or
 
(c)
Terminate the contract and recover from the contractor the loss the purchaser thereby incur. In case of contract entered into on “f.o.r. station of despatch” basis, the contractor shall, if sores are rejected as destination, be liable to pay the freight at public tariff rates to the purchaser even if the purchaser had actually paid freight at Railway Materials or Military Concession Rate.
 
(d)
The Inspector’s decision as regards rejections as aforesaid shall be final and binding on the parties. The contractor shall not be entitled to any gain on repurchase.
 
(vi)
Marking of rejections : If considered desirable by the Inspector, rejected stores will be marked with a small rejection mark, so that they may be easily identified if resubmitted and the contractor, shall not be entitled to claim anything on that account.
 
(vii)
Notification of result of Inspection : Unless otherwise provided in the specification or schedule, the examination of the stores will be made as soon as practicable after receipt, and the result of the examination will be notified to the contractor.
 
(viii)
Removal of Rejections : Any stores submitted for inspection and rejected by the Inspector must be removed by the contractor within fourteen days from the date of receipt of intimation of rejection; provided that in the case of dangerous infected or perishable stores the inspector (whose decision will be final) shall notify the contractor to remove such stores within 40 hours of receipt of intimation of rejection and if shall be the duty of the contractor to remove them accordingly. Such rejected stores shall lie at the contractor risk from time of such rejection and if not removed within the aforementioned time the purchaser shall have the right either to return the rejected stores at the contractor’s risk and cost by such mode of transport as the purchaser or Inspector may select, or to dispose of or segregate such stores as it thinks fit at the contractor’s risk and on his account and to retain such portion of the proceeds as may be necessary to cover any loss or expense incurred by or on behalf of the purchaser in connection with the said sale. Freight to destination on stores rejected after examination at destination shall be recoverable from the contractor at the Public Tariff rate.
 
(ix)
Inspection Certificate or Receipt Vouchers : On completion of the inspection, the contractor will be furnished by the inspector with necessary copies of inspection certificate or Receipt Vouchers duly completed to be attached to the contractor’s bill in support thereof.
12.
RECOVERY OF SCHEDULE :
 
Whenever any claim for the payment of a sum of money arises out of or under this contract against the contractor, the purchaser shall be entitled to recover such sum by appropriating in part or whole, the security deposited by the contractor, if a security is taken against the contract, and to sell any Government Promissory Notes, forming the whole or part of such security. In the event of the security being insufficient or if no security has been taken from the contractor, then the balance or the total sum recoverable, as the case may be, shall be deducted from any sum then due or which at any time thereafter may become due to the contractor under this or any other contract with the Government including the Purchaser or any other person or persons contracting through the Government. Should this sum be not sufficient to cover the full amount recoverable, the contractor shall pay to the purchaser on demand the remaining balance due.
13.
SYSTEM OF PAYMENT :
 
(i)
Unless otherwise agreed between the parties, payment for the cost of stores will be made by the CDA/ of the command specified in the contract.
 
(ii)
Payment for the stores or for each delivery will be made to the contractor on submission of bills as detailed below:-
 
(a)
95 per cent of the price of each consignment will be paid on proof of dispatch of stores to the consignee and on production of an inspection note issued by the Inspector, number and date of the railway receipt under which the goods charged for in the bill and dispatched by rail and the number and date of letter with which such railway receipt is forwarded to the consignee, should be quoted on the bill. In case of stores dispatched by post, the postal receipt should be attached in original to the bill and its number and date quoted thereon. The balance of 5% will be paid, on receipt of consignment in good condition by the consignee, a certificate to the effect endorsed on the copy of the inspection note which shall accompany the bill submitted by the contractor.
 
(b)
Alternatively at the contractor’s option the full value of the stores will be paid after inspection on receipt of the consignment in good condition by the consignee.
 
(c)
Where the Inspector also acts as the consignee or where inspection as carried out by the consignee himself at destination and in all cases of local, delivery full payment shall be made on submission “Final 100 per cent bill” supported by the Inspector Certificate and Consignee’s Receipt to the Accounts Officer concerned. In the case of local delivery, advance payment may be allowed on proof of inspection and delivery to the consignee the proof of which delivery being provisional certificate from the consignee. The balance 5% will be payable on Final acceptance by the consignee as recorded in his final ‘Receipt Certificate’. The standard form of provisional certificate referred to above will be under:

“This is a provisional receipt. It only be taken the receipt of stores by the consignee and is without prejudice to his rights of inspection and rejection under the General Conditions of Contract. It is issued on said to contain basis the contractor remaining responsible for proving the total quantities, actually deliver. “

14.
LAWS GOVERNING THE CONTRACT:
 
(i)
Thus contract shall be governed by the Laws of India for the time being in force.
 
(ii)
The marking or all stores supplied must comply with the requirements of the Indian Acts relating to trade and Merchandise Marks and of the rules made under such acts.
15.
INSOLVENCY AND BREACH OF CONTRACT:
 
The purchaser may at any time by notice in writing summarily determine the contract without compensation to the contractor in and of the following events that is to say: -
 
(i)
If the contractor being an individual or if a firm, any partner in the contractor’s firm shall at any time be adjudged insolvent or shall have a receiving order or order for administration of his estate made against him or shall take any proceedings for liquidation of composition under any Insolvency Act for the time being in force or make conveyance or assignments of his effects or enter into any arrangement or composition with his creditors or suspend payment, or if the firm be dissolved under the partnership Act, or
 
(ii)
If the contractor being a company shall pass a resolution or the court shall place an order for the liquidation of its affairs or a receiver or manager on behalf of the debenture holders shall be appointed or circumstances shall have arisen which entitle the court of debenture holders to appoint a receiver or manager, or
 
(iii)
If the contractor commits any breach of this contract not herein specifically provided for, Provided always that such determination shall not prejudice any right action or remedy which shall have accrued or shall accrue thereafter to the purchaser and provided also that the contractor shall be liable to pay the purchaser or any extra expenditure he is thereby put to but shall not he entitled to any gain on repurchase.
16.
ARBITRATION :
 
In the event any question, dispute or difference arising under these conditions or any special conditions of contract ,or in connection with this contract, ( except as to any matters the decision or which is specially provided for by these or the special conditions), the same shall be referred to the sole arbitration of the Secretary, Ministry of Defense, Department of Defense Supplies or of some other person appointed by him. It will be no objection that the arbitrator is a Government servant that he had to deal with the matters to which contract relates( in the course of his duties as a Government servant he has expressed views on all or any of the matters in dispute of difference). The award of the arbitrator shall be final and binding on the parties to this contract. It is a term of this contract that :
 
(i)
If the arbitrator be the Secretary, Ministry of Defense, Department of Defense Supplies.
 
(ii)
In the event of his being unable to act or becoming incapable of acting for any reason, it shall be lawful for him to appoint another person as arbitrator, or
 
(iii)
In the event of his being unable to act or becoming incapable or acting for any reason, it shall be lawful for him to appoint another person as arbitrator, or
 
(iv)
If the arbitrator be a person appointed by the Secretary, Ministry of Defense, Department of Defense Supplies in the event of his dying, neglecting or refusing to act, or resigning or being unable or becoming incapable to act, for any reason, or his award being set aside by the court for any reason it shall be lawful, for the Secretary, Ministry of Defense, Department of Defense Supplies, either to proceed with the reference himself or to appoint another person as arbitrator in place of the outgoing arbitrator. In every such case, it shall be lawful for the Secretary, Ministry of Defense, Department of Defense Supplies in place of the outgoing arbitrator, to act on the record of the proceedings as the existing and on the evidence, if any, then taken in the arbitration, or to commence the proceedings de move, as he may in his discretion decide.
 
It is further a term of this contract that a person or the Secretary, Ministry of Defense, Department of Defense Supplies, or the person appointed by him should act a arbitrator and that if for any reason that is not possible, the matter is not to be referred to arbitration at all. The arbitrator may with the consent of the parties, enlarge the time from time for making and publishing the award.

Upon every and any such reference, the assessment of the costs incidental to the reference and award respectively shall be in the discretion of the arbitrator.

Subject as aforesaid, the Arbitration Act, 1940 and the rules there under and any statutory modifications thereof for the time being in force shall be deemed to apply to the arbitration proceedings, under this clause.

Work under the contract shall, if reasonable possible, continue during the arbitration proceedings and no payment due to or payable by the Purchaser shall be withheld on account of such proceedings.

The venue of arbitration shall be the place where the contract is concluded or such other place as the purchaser at his discretion may determine.

In this clause the expression “the Secretary, Ministry of Defense” means the Secretary, Ministry of Defense, Department of Supplies, Defense for the time being and include, if there be no Secretary, Ministry of Defense, Department of Defense Supplies, the officer who is for the time being the administrative head of the Ministry of Defense, Department of Defense Supplies whether in addition to other functions or otherwise.

17.
For the purpose of the contract including arbitration proceedings there under, the Secretary , Ministry of Defense, Department of Defense Supplies, shall be entitled to exercise all the right and powers of the purchaser.
18.
HEADINGS OF CLAUSES:
 
The headings of clauses here to shall not affect the construction thereof.
19.
SECURITY DEPOSIT:
 
(i)
On acceptance of the tender the contractor shall at the option of the purchaser, and within the period specified, by him, deposit with him a security deposit not exceeding 10 per cent of the value of the contract and not less than a minimum of Rupees twenty five as he shall specify and the security shall be any of the following forms:-
 
(a)
Cash, Money Orders, Bank Deposit Receipts of the State Bank of India or any of its subsidiaries or Government Treasury Receipts paid to or in favor of the Purchaser, Fixed Deposit Receipts of a Schedule Bank, other than the State Bank of India or any of its subsidiaries, may also be accepted provided the Bank concerned deposits with the purchaser, or with the Reserve Bank of India, cash on Government securities cover the Fixed Deposit Receipts, with a margin of 5% below the market price. Post Office Savings Bank(security Deposit Account) Pass Book pledging the amount in deposit in favor of the purchaser may also be accepted.
 
(b)
Promissory Notes and stock certificates of the Central Government or a State Government, Municipal debentures or Port Trust Bonds at five per cent below the market price or at their face value whichever is less, Treasury Savings Deposits, Post Office Cash Certificates, or Defense Savings Certificates at their surrender value at the time of quotation endorsed in favor of the purchaser.
 
(c)
National Plan, National Savings or National Plan Savings Certificates at their surrender value at the time of tender endorsed in favor of the purchaser. No other from of security shall be accepted.
 
(ii)
If the contractor is called upon by the purchaser to deposit “Security” and the contractor fails to provide the security within the period of specified, such failure will constitute a breach of the contract and the purchaser, shall be entitled to make other arrangements at the risk and expense of the contractor and in that event the provisions of clause 9 hereof shall apply as far as possible.
 
(iii)
No claim shall lie against the purchaser either in respect of interest if any due on Security Deposits or depreciation in value. In the case of Bank Deposit receipt the purchaser shall not be responsible for any loss that may result on account of the failure of the Bank.
 
(iv)
If the contractor fails or neglects to observer or perform any of his obligations under the contract it shall be lawful for the purchaser to forfeit either in whole or in part, in his absolute discretion, the security deposit furnished by the contractor, save as aforesaid on the due performance and completion of the contract in all respects, the security deposit will be returned to the contractor without any interest on presentation of an absolute “No demand certificate” in the prescribed form and upon return in good condition of any specifications, drawings, samples or other property belonging to the purchaser which may have been issued to the contractor.
20.
SET-OFF:
 
Any sum or money due and payable to the contractor (including security deposit returnable to him) under this contract may be appropriated by the Government/Purchaser and set-off against any claim of the Government/Purchaser for the payment of a sum of money arising out of or under any other contract made by the contractor with the Government/Purchaser