:.- of March 2022 by and

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PROJECT: NEGOTTATED SUpPLY,

DELMRY,

AND TNSTALLATION _OF SOUND SYSTEM FOR E-LIBRARY BUILDING

CONTRACT NO: G-2O21-33

CONTRACT AGREEMENT KNOW ALL MEN BY THOSE _PRESENTS:

20?2

of March 2022 by

and

This AGREEMENT

is

_{made and executed this}

between

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The BULACAN STATE UNIVERSITY,

a

government institution

of

hiqher learning duly organized and existing under R.A. 7665 with office address at the City orl Malolos, _Bulacan, represented herein by

Dr.

CECILIA

N.

GAsCoN, University president, duly authorized to represent it in this transaction (hereinafter _called .'the _Entity,,)

-And-

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The AVLS ALL VISUAL

&

LIGHTS SYSTEMS CORPORATION represent,ed by Mr. ROy C.

EBORA, President, with the principal address at 54-A Westpoint Street, Cubao, euezon ^City (hereinafter _called "the Supplier,,) of the other part:

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-witnesseth that-

WHEREAS,

the

ENTITY intends

to

^procure NEGOTIATED

SUppLy,

DELrvERy, AND TNSTALLATTON OF SOUND SYSTEM FOR E-LrBRAR.Y _BUTLDTNG (hereinafter _cailed "the Equipment");

WHEREAS, the SUPpLTER offers to supply/deliver the foregoing Equipmerrt;

WHEREAS, the SUPPLIER warrants and has represented

to the

ENTI1y

that it

has the capability, competence, and sufficient resources

to

supply/deliver the aforesaid equipment specifically mentioned

in the

offer, thus offered

the

bid

for

EIGHTEEN

MILLION

NINE HUNDRED EIGHTY-FIVE THOUSAND SEVEN HUNDRED TWENTY-$IX _{PESOS AND}

4a/Loo

(Php 18,98s,726.48) hereinafter called (,,the contract ^price,,);

wHEREAS, in view of the foregoing warranties, the ENTITY has accepted the SUppLiER,S

offer in complete reliance on the foregoing representations made by the E:NTITY, subject to and in accordance with the terms and conditions hereinafter set forth.

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OW, THEREFORE, both parties, for and in consideration of the terms and conditions set

rth in this Agreement

_and

in the

documents, appended thereto,

do

hereby agree as llows:

ARTTCLE 1. CONTRACT DOCUMENTS

The following documents are incorporated hereto and made integral part of this Agreement E

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(a) (b) (c) (d) (e) (f) (s)

The Bids Form and the ^price schedule submitted by the Bidder The Schedule of Requirements

The Technical Specifications

The _General Conditions of the Contract The Special Conditions of the Contract The Supplements to the Bid Documentsl and The Entity's Notification Award

ARTXCLE 2. RIGHTS AND OBLXGATIONS _OF THE SUPPLIER

1.

The SUPPLIER is obligated

to

deliver/supply the equipment specificaily identified in the quotation made

by the

latter

to the

ENTITY. The equipment

to bg

provided

by

the SUPPLIER shall be as specified in the Schedule of Requirements and shall conform with the standards mentioned in the Technical Specifications _as attached hereto;

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indicated in PACKAGTNG: prevent

their

the The damage contract and in SUPPLIER

or

deterioiation must accordance provide.such packaging

during-iiansit

wi$r"exLting industry

to

of the their- _standards.goods as

final

destination, is required toas

3'

WARRANTY: defects either patent or latent A warranty shall be shail _be required co.r".tuJ from the

ilr",n"

sUppLIER ratter. in order

to

assure that

'

^The guarantee equivalent option of the equivalent obligation

to at

SUPPLIER.for the least one warranty

to at

peicent least one percent shall _(7o/o) be cov-ered

oreue# Ctwl

by either retention progress

of ilre'totar-cohtru.t

payment, _money or

a

in speciar _price an amount

at

bankthe

The said amounts shall only be released after the lapse of the warranty period or in the case of Expendable supplies, after consumption and in case of Non-Expendable, after one

(1)

year from the delivery ihereof. ^proviaeo, tro,,ieuer, that the supplies delivered _are free from patent and latent defects and all the conditions imposed under the contract have been fully met.

4'

_deducted when _{SUPpLIER seven} repair

If

the ^goods or

they are unfit

(7) replacement of days shall or from the equipment immediately

or

the notice cannot furnished found defective repair or

be

as

or

utilized required. otherwise, goods replace tne to but

f;; ;;;

be defective

aiit," iame

use suppl-rrn;s which shall

for

the during wiricrr ENTITY the _expense

it

warranty can undertake the

not is

intended, be later _{which can} period _thanthebeas

to any accounts payable of the latter.

However,

this

provision shall

not

apply

to

ordinary wear and

tear of the

goods _or equipment.

5'

The registrations SUPPLTER represents

and all other

and warrants government requirements that

it

has alJ the _t.etatire necessary

-to'

permits; _ticenses,

tire

manufacture, production or supply of the go6Os or services.

6'

_The ^SPARE parts

of

trARTs is machinery referred or apparatus

to

as an extra

that

repraie component, equipment,

ih" on.r

t'r.,al are

aa.lgea

tools, instruments _{or worn out.or} SUPPLIER is required

to

^provide _{any or ari oi}

_ihe

_foilowing

,it"ifits,

notifications, and information pertaining to spare parts manufactured or Jiitri"urtu? ny tnu supplier:

1'

such spare parts as

the

Procuring Entity may elect

to

purchase from the supplier, provided that this election shall not telierre

*,e

sufip[er _{of any warranty} obligations under the contract;

2'

Such spare parts

that the

Procuring. Entity may be able

to

^purchase

from

other suppliers/manufacturers but are compatible with flre gooas

pro.rr"o];il-'

3' In the everit of termination of production of the spare parts:

a' Advance notification to the Procuring Entity of the ^pending termination, in sufficient time to permit the procuring Entity to procure needed reguirements; _and

b'

Following such termination, furnishing

at no

cost

to the

procuring Entity the blueprints, drawings, ancr specifications of the spare parts, if requested.

The supplier

is

likewise required

to

issue

a

certification

that

spare parts, particularly those

that

are product-specific, shall

contirr"-to

'Ue-'manuractured

by them within a

period of time of three (3) years from the oate or

.orpr.t.

delivery.

ARTICLE 3. RIGHTS AND OBLIGATIONS _{OF THE ENTITY}

INSPECTION AND TESTS: The ENTITy and/or its duly authorized representative _must commence

the

inspection and acceptance piocesi

*lifiin t*"nt'/-iori _1]?;

_{rrours rrom}

delivery of the equipment, and shall complete the samsas soon as practicable.

1'1 The ENTITY may reject any equipment or any part thereof that fail

to

pass any test and/or inspection or do not conform

to

the speiirications.

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suppLIER _shoutd either rectify or replace such rejected goods or parts thereof or make alterations necessary to hc,

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meet

the

specifications

at no

cost

to the

ENTITY, and shall repeat

the test

and/or inspection, at no cost to the ENTITY upon giving _a notice pursuant to the contract.

1'2 The SUPPLIER should agree in the contract that neither the execution of a test and/or inspection

of

the.go.ods.

or

any part thereor, noi-the attenuince

uyir,e

ENTITY

or

its representative, shall release

the

SUPPLIER

from

any warranties

or

other obligaiio;;

under the contract.

ARTICLE 4. INTELLECTUAL _PROPERTY RIGHTS

The Entity should not be liable

for

_any infringement

of

intellectual property rights arising

from the use of the

goods

procured.

_tn ^-case

irrl." are

third-party claims

of

such

ltfringement

of

patent, trademark, _or. industriai oesign rignts, tne slpprier must _{hold the} Entity free and harmless against such claims.

ARTICLE 5. TAXES AND DUTIES

The supplier related expenses, incurred must also be until entirely delivery of responsible the contractlu for all taxes, duties, goods to the license Entityfees, and other:

ARTICLE 6. LIMITATIONS _OF LIABILITY

The and against any liabilities, SUPPLIER shall indemnify and hold _damages, claims, suits harmless the Entity, its

of

all -kinds, officers or employees from and costs and expenses arising from the defect of the ^gooos

o,

s"ruices,

in

lases or criminat

nl!rig"n."

or willful misconduct, and in the case of infringement of intellectual property righti"of the suppLIER, whether in contract, tort or otherwise, for any inoirect-or consequential 1oss or damage, loss

of

use, loss

of

production,

or

loss

or

^profits

or

inteiest costs except

if

such liabilities, damages, claims, suits, costs and expenses are due to the ^gross negligence of the ENTITY.

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ARTICLE 7. TERM

The Entity shalt deduct the LD from payments

or

any _money due

or

which may due the Supplier under ney or other securities posted

this

Contract and/or_by the collectSupplier whichever such Iiquidated _is codnvenient amages from to the

the

Entity,retention

The Hundred Twenty supplier hereby covenants

(r20)

carendar Days, ,pon with the Entity to

,e."ipiof

provide the Notice goods to ^proceed.and services within one

Time ENTiry, of delivery can

or

by force majeure, only be extended should war, rebellion,

strikei,

the delay epidemics, be attributable fires, riots, or

to

the fault of acts of thethe civil or military authorities _{and upon approvar of} the rrrrrirv.

However,

other than

those causes stated above,

the

supplier shall pay

the

Entity for Liquidated Damages (LD), an amount equal

to

one tenth (1/10) of one

(1)

percent of the cost of the unperformed portion for every .day of oeiav until finally _delivered or performed and accepted by the Entity without furthei demand

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once

the

cumulative gmgun!

of

liquidated damages reaches

ten

percent (roo/o)

of

the amount of this contract, the supplier voluntarily a!rees

to

have the contract rescinded _by the Entity.

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The Entity hereby covenants

to

pay the supplier in consideration of the provisions of the goods and services, the contract _Price of ere ureeru

ulluorv

NrNE HUNDRED _ETGHTY-

FIVE L8'985'726'48)

THOUSAND

_or

_such

sEvEN

other sum as may HUNDRED

TwENTY.sIx PEsos

become payable under

AND the

provisions

Aa/Loo

of (Phpthe contract at the time and in manner prescribed by the iontract ^provided that the supplier has satisfactorily complied with

its

contracted obligation andlor provides remedy

to

defects if

necessa ry.

Payment must be through Government disbursement procedure, subject to the payment _and warranty provisions in the General conditions of contract, the special conditions of contract, the IRR of R"A' 9184, and applicable Government Procurement policy Board Resolutions.

ARTICLE 8. TERMS OF PAYMENT

Price escalation is not allowed' For the given _scope of work in the contract as awarded, the price must be considered as

a

fixed price, except under extraordinary circumstances as

determined

by the

NEDA

in

accordance

with the Civil

Code

of the

philippines, _upon recommendation of

the

Procuring Entity concerned, and upon prior approval of the GppB.

Any request for price escalation under extraordinary circumstances should be submitt.o

n,

the concerned entity to the NEDA with the endorsement of the ^procuring Entity. The burden

of ^proving the occurrence of extraordinary circumstances that will allow for price _escalation shall rest with the entity requesting for such escalation. _{NEDA shall} only respond

to

such request after receiving the proof _and the necessary documentation.

ARTICLE 9, PERFORMANCE BOND

As a

measure

of

^guarantee

_{for the}

faithful performance

of and

complian

ce with

his

the form of obligations under is contract, the

issued _by

PLIER hs*ra

posted

I,,i^{rfo rr,Ia Securi ,in} amounting to

'\

which is Percent _{) of} the contract price _as specified in the ARTICLE 10. _{VENUE OF ACTION}

RESoLUTToN

oF

CoNFLTCTS:

In the

event

of

any conflict arising from

this

Contract between BuISU

and the

SUPPLIER,

the

parties shall endeavor

to

setue

their

conflicts amicably, failing which, the same shall be submitted

to

arbitration or

to

the jurisdiction _of the courts

of

Malolos City,

to

the exclusion

of

all other courts upon the discretion of the Entity.

In

the event that any of the parties herein is compelled to resort to court action to enforce

the provisions of this Agreement, the parties herein waive any other venue and submit _to the exclusive jurisdiction of the courts

in

the province

of

Bulacan,

to

the exclusion

of

all courts after exhausting their best efforts in settling their dispute amicably. The guilty party shall then be held liable

to

pay damages to the innocent party in such amount as shall be

proven

in

court including attorney's fees equivalent

to

twenty-five percent (25olo)

of

the amount being _claimed.

wITNEss whereof,

_the parties hereto have caused this Agreement to be executed rdance with the laws of the Republic of the Philippines on thJday and year first above

IN in acco written

BULACAN STATE UNIVERSITY

417A*l,-<**

cEcrLrA

N. GASCON, Ph,D.

President, _BulSlJ

Dr. J P. PULUMBARIT

Vice for Administration _{and Finance}

AVLS ALL VISUAL & LIGHTS _SYSTEMS CORPORATION

C. EBO

SIGNED IN THE PRESENCE OF:

Mr. DEN Group

REYES

t Manager

/Tf' / /

DT. FELICITAS G. MIRABUENOS Accoutltant IV, BuISU Accounting _Office

Funds Available:

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ACKNOWLEDGMENT REPUBLIC OF THE PHILIPPINES

Sj[Li:i ^{I *'i i}

j,

#"lJl"SGAlil

S,S )

blic for and e Province/City of

appeared: 2022, personally _{came and}

Known

to me

_{and known}

to be the

same persons who _executed

the

foregoing instrument and acknowledged to me that same _is the iree and voluntary act and deed of the entities which they respectively represent.

The foregoing instrument is an AGREEMENT consisting of five (5) pages (exctusive of attachments), _including this page on which this acknowledgment _is written _{and signed by} the parties hereto and their instrument witnesses on

the

left-hand margin of each and every page _hereof.

WITNRSS MY HAND AND SEAL on the date and place first above written.

Doc.

No.t nq

paoe

tuo.---Tf-

Biok No.-Wf-

Seres of 2022

ENEO

A.

ROMANO

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BALIWA6, EULASA},I I

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DR. CECILiA N, GASCON B.S.U. t.D.# 2015-0286

Au ust 30, 2015 City of Malolos, Bulacan

/

MR. ROY C. EBORA