Clause 4 - Performance of Services
Contractor Performance Obligations
Contractor acts as independent entity - not an agent or employee of NSQL. Responsible for scheduling, progress reporting and forecasting to meet Scheduled Completion Date. Must notify NSQL of deficiencies, accidents, work stoppages, or industrial disputes immediately. KPIs agreed at kick-off meeting held ASAP after Effective Date; reported quarterly at minimum.
Clause 5 - Contractor Personnel
Personnel Requirements & Rights
All personnel must be qualified, certificated, medically fit, and have a good working knowledge of English. Contractor warrants competence and must provide evidence on request. NSQL may interview key personnel and request removal of unsuitable individuals.
Clause 6 - Inspection, Testing & Approval
Quality Control & Rejection Rights
Contractor keeps NSQL informed of progress and makes all documents available for inspection. NSQL has right to reject any part of Services not conforming to Contract requirements. Upon rejection, Contractor immediately re-performs, repairs or replaces at its own cost.
Clause 7 - Schedule & Completion
Completion & Acceptance Process
Contractor submits detailed work programme within 2 weeks of contract award. Upon completion, notifies NSQL; NSQL issues Certificate of Completion within 30 days of notification or notifies defects. NSQL may use completed parts prior to full completion.
Clause 9 - Contract Price
Price Fixed - No Escalation for Contractor Costs
Contract Price fixed and not subject to escalation for Contractor cost increases, duration changes, or additional resources - except via formal Variation. Price includes all costs, taxes, duties, overhead, profit, transport, accommodation, travel, allowances, insurance and every other expense for performing the Services.
Clause 12 - Variations
Scope Changes & Contract Variation Forms
NSQL may vary Scope at any time via Contract Variation Form (CVF). Contractor must NOT proceed without approved CVF or written instruction from NSQL. Price adjustments determined per rates in Schedule of Compensation.
Clause 14 - Assignment & Subcontracting
Transfer of Rights & Subcontractor Management
Contractor may not assign or subcontract without prior NSQL written approval. NSQL has unrestricted right to assign to Affiliates. Contractor remains fully responsible for subcontractor acts and omissions.
Clause 15 - Force Majeure
Force Majeure Events & Termination Right
Excusable delay events include Acts of God, war/terrorism, government embargoes, explosions/fires, floods/earthquakes, lawful strikes and radioactive contamination. If FM exceeds 120 cumulative days, either party may terminate on 7 days notice.
Clause 17 - Termination
NSQL Termination Rights & Consequences
NSQL may terminate for convenience, Contractor default, insolvency, or safety non-compliance. For-convenience termination: Contractor entitled to payment for work performed plus reasonable agreed costs. NSQL may extend terminated contract by up to 6 months on same terms.
Clause 18 - Liabilities & Indemnities
Mutual Indemnity Structure
Contractor indemnifies NSQL against all losses from damage to Contractor's property and injury to Contractor's personnel. Neither party liable for indirect, special or consequential losses including loss of revenue or anticipated profit.
Clause 20 - Taxes & Government Charges
Tax Obligations & Withholding
Contractor responsible for all taxes, customs duties, levies and charges connected to Services. NSQL withholds 5% Qatar Withholding Tax if Contractor is not resident in Qatar or lacks valid Qatar Tax Card. If Qatar implements VAT, Contractor may add at the statutory rate.
Clause 21 - Confidentiality
10-Year Confidentiality Obligation
All Contract information and data acquired from NSQL is Confidential Information. Contractor must not disclose to third parties without prior written NSQL consent. Confidentiality obligations survive for 10 years after Certificate of Completion.
Clause 27 - Settlement of Disputes
Arbitration Procedure
Dispute Notice must be raised within 90 days of discovery. Parties first attempt amicable settlement for 90 days after notice. If unresolved, referred to LCIA arbitration before 3 arbitrators. Seat: Doha, Qatar. Language: English.
Clause 31 - Safety, Health & Environment
HSE Obligations Onboard & Onshore
Contractor responsible for safety of all persons and property associated with Services. Quarterly HSE KPI reporting to NSQL required. Severe accidents, injuries or near-misses reported immediately with root cause investigation and corrective actions.
Clause 32 - Ethics, Asbestos & Sustainability
Business Ethics, Asbestos-Free Compliance & Audit Rights
All materials must be free of RCFs and asbestos. Anti-corruption, sanctions and sustainability compliance applies throughout the contract. NSQL retains right to audit Contractor ethics compliance on-site. Breach entitles NSQL to immediate termination without notice or indemnity.
Clause 23 - Title & Liens
Intellectual Property & Lien Waiver
Title to all reports, specs, software and documents created under the Contract vests in NSQL immediately upon creation. Contractor irrevocably waives any lien - including possessory and maritime liens - over any NSQL vessel or affiliated vessel.