26. Termination for Unlawful Acts26.1. The Procuring Entity may terminate this Contract in case it is determined prima facie that the Supplier has engaged, before or during the implementation of this Contract, in unlawful deeds and behaviors relative to contract acquisition and implementation. Unlawful acts include, but are not limited to, the following:(a) Corrupt, fraudulent, and coercive practices as defined in ITB Clause 3.1(a);(b) Drawing up or using forged documents;(c) Using adulterated materials, means or methods, or engaging in production contrary to rules of science or the trade; and(d) Any other act analogous to the foregoing.27. Procedures for Termination of Contracts27.1. The following provisions shall govern the procedures for termination of this Contract:(a) Upon receipt of a written report of acts or causes which may constitute ground(s) for termination as aforementioned, or upon its own initiative, the Implementing Unit shall, within a period of seven (7) calendar days, verify the existence of such ground(s) and cause the execution of a Verified Report, with all relevant evidence attached;(b) Upon recommendation by the Implementing Unit, the Head of the Procuring Entity shall terminate this Contract only by a written notice to the Supplier conveying the termination of this Contract. The notice shall state:(i) that this Contract is being terminated for any of the ground(s) afore-mentioned, and a statement of the acts that constitute the ground(s) constituting the same;(ii) the extent of termination, whether in whole or in part;
(iii) an instruction to the Supplier to show cause as to why this Contract should not be terminated; and
(iv) special instructions of the Procuring Entity, if any.
(c) The Notice to Terminate shall be accompanied by a copy of the Verified Report;
(d) Within a period of seven (7) calendar days from receipt of the Notice of Termination, the Supplier shall submit to the Head of the Procuring Entity a verified position paper stating why this Contract should not be terminated. If the Supplier fails to show cause after the lapse of the seven (7) day period, either by inaction or by default, the Head of the Procuring Entity shall issue an order terminating this Contract;
(e) The Procuring Entity may, at anytime before receipt of the Supplier’s verified position paper to withdraw the Notice to Terminate if it is determined that certain items or works subject of the notice had been completed, delivered, or performed before the Supplier’s receipt of the notice;
(f) Within a non-extendible period of ten (10) calendar days from receipt of the verified position paper, the Head of the Procuring Entity shall decide whether or not to terminate this Contract. It shall serve a written notice to the Supplier of its decision and, unless otherwise provided, this Contract is deemed terminated from receipt of the Supplier of the notice of decision. The termination shall only be based on the ground(s) stated in the Notice to Terminate;
(g) The Head of the Procuring Entity may create a Contract Termination Review Committee (CTRC) to assist him in the discharge of this function. All decisions recommended by the CTRC shall be subject to the approval of the Head of the Procuring Entity; and
(h) The Supplier must serve a written notice to the Procuring Entity of its intention to terminate the contract at least thirty (30) calendar days before its intended termination. The Contract is deemed terminated if it is not resumed in thirty (30) calendar days after the receipt of such notice by the Procuring Entity.
28. Assignment of Rights
The Supplier shall not assign his rights or obligations under this Contract, in whole or in part, except with the Procuring Entity’s prior written consent.
29. Contract Amendment
Subject to applicable laws, no variation in or modification of the terms of this Contract shall be made except by written amendment signed by the parties.
30. Application
These General Conditions shall apply to the extent that they are not superseded by provisions of other parts of this Contract.
Section V. Special Conditions of Contract
Notes on the Special Conditions of Contract
Similar to the BDS, the clauses in this Section are intended to assist the Procuring Entity in providing contract-specific information in relation to corresponding clauses in the GCC.
The provisions of this Section complement the GCC, specifying contractual requirements linked to the special circumstances of the Procuring Entity, the Procuring Entity’s country, the sector, and the Goods purchased. In preparing this Section, the following aspects should be checked:
(a) Information that complements provisions of Section IV must be incorporated.
(b) Amendments and/or supplements to provisions of Section IV, as necessitated by the circumstances of the specific purchase, must also be incorporated.
However, no special condition which defeats or negates the general intent and purpose of the provisions of Section IV should be incorporated herein.
Special Conditions of Contract
GCC Clause
1.1(g)
The Procuring Entity is [insert name of Procuring Entity].
1.1(i)
The Supplier is [to be inserted at the time of contract award].
1.1(j)
The Funding Source is:
Select one of the following, delete the other:
If the Funding Source is the GOP: The Government of the Philippines (GOP) through [indicate source of funding and year] in the amount of [insert amount of funds].
NOTE: In the case of National Government Agencies, the General Appropriations Act and/or continuing appropriations; in the case of Government-Owned and/or –Controlled Corporations, Government Financial Institutions, and State Universities and Colleges, the Corporate Budget for the contract approved by the governing Boards; in the case of Local Government Units, the Budget for the contract approved by the respective Sanggunian.
If the Funding Source is a foreign government/foreign or international financing institution: The [indicate the name of the foreign government/foreign or international financing institution] through [indicate the Loan/Credit/Grant No.] in the amount of [insert amount of funds].
1.1(k)
The Project Site is [insert full name and address of the delivery site]. For multiple sites state “The Project sites are defined in Section VI. Schedule of Requirements”]
5.1
The Procuring Entity’s address for Notices is: [Insert address including, name of contact, fax and telephone number]
The Supplier’s address for Notices is: [Insert address including, name of contact, fax and telephone number]
6.2
List here any additional requirements for the completion of this Contract. The following requirements and the corresponding provisions may be deleted, amended, or retained depending on its applicability to this Contract:
Delivery and Documents –
For purposes of the Contract, “EXW,” “FOB,” “FCA,” “CIF,” “CIP,” “DDP” and other trade terms used to describe the obligations of the parties shall have the meanings assigned to them by the current edition of INCOTERMS published by the International Chamber of Commerce, Paris. The Delivery terms of this Contract shall be as follows:
For foreign Suppliers, state “The delivery terms applicable to the Contract are DDP delivered [insert place of destination]. In accordance with INCOTERMS.”
For domestic Suppliers, state “The delivery terms applicable to this Contract are delivered [insert place of destination]. Risk and title will pass from the Supplier to the Procuring Entity upon receipt and final acceptance of the Goods at their final destination.”
Delivery of the Goods shall be made by the Supplier in accordance with the terms specified in Section VI. Schedule of Requirements. The details of shipping and/or other documents to be furnished by the Supplier are as follows:
For Goods supplied from within the Philippines or by domestic Suppliers:
Upon delivery of the Goods to the Project Site, the Supplier shall notify the Procuring Entity and present the following documents to the Procuring Entity:
(i) Original and four copies of the Supplier’s invoice showing Goods’ description, quantity, unit price, and total amount;
(ii) Original and four copies delivery receipt/note, railway receipt, or truck receipt;
(iii) Original Supplier’s factory inspection report;
(iv) Original and four copies of the Manufacturer’s and/or Supplier’s warranty certificate;
(v) Original and four copies of the certificate of origin (for imported Goods);
(vi) Delivery receipt detailing number and description of items received signed by the authorized receiving personnel;
(vii) Certificate of Acceptance/Inspection Report signed by the Procuring Entity’s representative at the Project Site; and
(viii) Four copies of the Invoice Receipt for Property signed by the Procuring Entity’s representative at the Project Site.
For Goods supplied from abroad (excluding domestic Suppliers):
Upon shipment, the Supplier shall notify the Procuring Entity and the insurance company by cable the full details of the shipment, including Contract Number, description of the Goods, quantity, vessel, bill of lading number and date, port of loading, date of shipment, port of discharge etc. Upon delivery to the Project Site, the Supplier shall notify the Procuring Entity and present the following documents as applicable with the documentary requirements of any letter of credit issued taking precedence:
(i) Original and four copies of the Supplier’s invoice showing Goods’ description, quantity, unit price, and total amount;
(ii) Original and four copies of the negotiable, clean shipped on board bill of lading marked “freight pre-paid” and five copies of the non-negotiable bill of lading ;
(iii) Original Supplier’s factory inspection report;
(iv) Original and four copies of the Manufacturer’s and/or Supplier’s warranty certificate;
(v) Original and four copies of the certificate of origin (for imported Goods);
(vi)
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