FAQ 1.8

Pg 5 of 110

 

Clause 4.4

Pg 22 of 110

Contract Information section

Contract Overview

Pg 2 of 110

 

Contract Information section

Clause 1.1

Pg 21 of 110

 

Clause 22: Master COC

Pg 77 of 110

FAQ 9.2 – Contract Overview

Pg 14 of 110

Pg 29 of 110

Pg 22 of 110

 

Reduction: Yes

Increase: No

Pg 59 of 110

Category 1: 4%

Category 2: 5%

Pg 29 of 110

Pg 56 of 110

Clause 2A

Pg 64 of 110

 

Clause 1.1(q)

Pg 62 of 110

 

Clause 5.1

Pg 66 of 110

= Refer to File A4 - Sample ITT
= Provide your answers for the assigned questions in the LA.

 

1) What is the contract period of Master Contract? Which clause in Master COC provides for this?

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2) Which section contains the details of Contact Persons for the awarded Contractors?

_____ 

3) Is it appropriate for GPEs to procure the items from the DA contracts manually, i.e. without using GeBIZ?

_____

4) Based on the standard requirement of this Contract (e.g. Clause 4.5.28 of Requirement Specs), is it appropriate for GPEs to procure tentage services solely, i.e. without any event management service?

 
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5) Is it appropriate for the Contractor to change the prices of services as covered by the Master Contract rates?

 
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6)  If there are more than 5 complaints in a month, what should the Authority do?

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7) What is the amount of Event Management Fee imposed by Supplier C for “Event cost up to S$60,000”?

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8) If GPE would like to procure the management service for a physical event, what is the minimum year(s) of experience that the Contractor needs to provide for its Project Executive?

 

9) Is there any minimum value that the Government is obliged to order for the contracted services?

 
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10) What is the legal status of a Purchase Order raised under the Master Contract?

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11) Which are the clauses governing the terms & conditions (T&C) of the following:

a)     Master Contract

b)    POs issued under the Master Contract

_____

12) Which clause(s) establishing the Period Contract (PC) and Framework Agreement (FA) arrangements?

 

13)  How are the time and contract period for the PO determined?

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14)  Is it appropriate for the Contractor, as part of its marketing campaign, to publicize an upcoming event of GPE?

 
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15)   Clause 6.1 states that “Time shall be of the essence of the Purchase Order Contract as regards any dates, times and periods mentioned.”. What purpose does this serve?

 
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16)   How soon should the GPE pay the Contractor for the services rendered?

 
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17)   What would be the right sequencing for GPE to undertake to resolve the disputes with Contractor?

 
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18)   Under what situation could the GPE terminate the PO?

 

An example of Liquidated Damages is provided below for illustration (Clause 13 as extracted from the PO Contract COC under a WOG ICT ITT - GVT(T)22006) 

 

 

13.1     If the Contractor fails to deliver any Products (“the Affected Products”) or complete the performance of any of the Services (“the Affected Services”) by the date(s) specified in the Purchase Order Contract, the Customer shall have the right (in addition to and without prejudice to all other rights or remedies available, including the Customer’s right to terminate the Purchase Order Contract pursuant to Clause 16.1) to do one or more of the following:

 

(a)     cancel all or any such Affected Products or Affected Services from the Purchase Order Contract without compensation and obtain them (the “Replacement Products and Services”) from other sources and all increased costs (including administrative costs) thereby incurred shall be borne by the Contractor provided that the quantity of the Replacement Products and Services so obtained shall not exceed the quantity stated in the Purchase Order Contract; or

 

(b)    require the Contractor to pay as liquidated damages, a sum calculated at the rate of”

 

(i)      (in respect of Products) one tenth of a percent (0.1%) of the Lease Price (full tenure period), or Purchase Price of the Affected Products per day (including Sundays and public holidays), for each day of delay or part thereof until the earlier of:

 

(A)    the date the Affected Products are delivered or cancelled pursuant to Clause 13.1(a); or

 

(B)    the date the Purchase Order Contract is terminated, up to a maximum of ten percent (10%) of the Purchase Price, or Lease Price for such Affected Products; and

 

(ii)     (in respect of Services) one tenth of a percent (0.1%) of the Purchase Price of the Affected Service per day (including Sundays and public holidays), for each day of delay or part thereof until the earlier of:

 

(A)    the date the Affected Services are performed or cancelled pursuant to Clause 13.1(a); or

 

(B)    the date the Purchase Order Contract is terminated,

up to a maximum of ten percent (10%) of Purchase Price for such Affected Service.

 

13.2     Any incomplete delivery and installation of the Products by the Contractor shall also be regarded as non-delivery of the Products resulting in delay.

 

13.3     The Customer shall have the right, at its sole discretion, to elect to claim general damages in common law from the Contractor instead of imposing liquidated damages under this Clause 13.

 

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19)          What are the factors to consider when GPE needs to impose LD?

 
_____ 

20)          What are other alternatives to LD the GPE can consider?

Clause 1.1(l)

Pg 62 of 110

 

(b) PO Contract

Clause 5.3

Pg 66 of 110

Pg 65 of 110

Clause 5
Pg 23

Pg 66 of 110

 

Clause 1.3, 1.9, 1.10 – PO COC

Pg 84 of 110

 

Clause 4.1 – PO COC
 Pg 85 of 110

Clause 13.3

Pg 90 of 110

Clause 6.2

Pg 86 of 110

Clause 5

Pg 85 of 110

 

b) Refer dispute to senior management to resolve

 

c) Activate the Mediation clause:

Clause 20

Pg 76 of 110

 

d) Proceed with litigation

Pg 60 of 110

 

Clause 15 – Force Majeure

Pg 91 of 110

 

Clause 16 – Corruptions

Pg 92 of 110

 

Clause 19 - Termination

Pg 93 of 110

 

Clause 35 – Termination for Convenience

Pg 104 of 110

 

Etc.

 

 
b) There has to be a way to ascertain the value of the goods/services provided in lieu of the LD quantum. 

 
c) Key is proper documentation for accountability 

(2) Waiver of LD
- To check with GPE’s own Legal if this option is feasible

⏤⏤⏤
GPEs to seek prior approval to decide on the optimal approach

Pg 76
Notwithstanding anything in the Master Contract, in the event of any dispute, claim,

question or disagreement arising out of or relating to the Master Contract (a “Dispute”)

and subject to Clause 20.3, no Party shall proceed to any form of dispute resolution

UNLESS the Parties have made reasonable efforts to resolve the same through

mediation in accordance with the mediation procedure of the Singapore Mediation

Centre. The Parties shall be deemed to have made reasonable efforts in accordance with

this Clause 20.1 if they have gone through at least one mediation session at the

Singapore Mediation Centre.

If the effect of any Force Majeure Event continues for a period exceeding two (2)

months, the Authority may at any time thereafter give notice to the Contractor to

terminate the Master Contract with immediate effect without being liable to the

Contractor in damages or compensation.

Clause 15. TERMINATION (A4 – Page 73-74)

15.1 If the Contractor is in breach of any of its obligations under the Master Contract and:

(a) the Contractor fails to remedy the breach within fourteen (14) days from written

notice from the Authority to do so; or

(b) the breach is not capable of being remedied within a reasonable time,

the Authority shall have the right (in addition to and without prejudice to all other rights

or remedies available, including the right to claim damages) to terminate the Master

Contract with immediate effect by written notice.

15.2 If any of the following events occur, the Authority shall be entitled to terminate the

Master Contract with immediate effect by written notice to the Contractor, and the

Contractor shall have no claim for any damages or compensation:

(a) the Contractor becomes insolvent;

(b) where the Contractor is a company, a receiver or liquidator is appointed over

any undertaking or property of the Contractor or an order is made or a resolution

is passed for winding-up or dissolution without winding-up (other than for the

purpose of amalgamation or reconstruction) of the Contractor;

(c) where the Contractor is a partnership, the Contractor is dissolved or has a

bankruptcy order made against it;

(d) where the Contractor is an individual, the Contractor becomes bankrupt or dies;

(e) legal proceedings alleging insolvency are brought against the Contractor;

(f) the Contractor enters into any composition or similar arrangements with its

creditors; or

(g) the Contractor is debarred from participating in public sector tenders.

15.3 Intentionally Left Blank

15.3A In addition to the rights set out in Clauses 15.1 to 15.2, if more than two (2) warning

letters are issued to the Contractor pursuant to Clause 12 (Performance Assessment) of

the Requirement Specifications, the Authority shall at any time thereafter have the right

to terminate the Master Contract by giving thirty (30) calendar days’ prior written notice

to the Contractor, and the Contractor shall have no claim for any damages or

compensation.

15.4 For the avoidance of doubt, the termination of the Master Contract shall not affect the

validity of the Purchase Orders issued prior to such termination.

15.5 In the event the Master Contract is terminated, the following shall apply:

(a) termination shall be without prejudice to any rights and obligations of either

Party which have accrued prior to termination and any obligation which

expressly or by implication is intended to come into or continue in force on or

after such termination;

(b) no further Purchase Orders may be issued by any Customer.

15.6 For the avoidance of doubt, each Purchase Order Contract subsisting on the termination

of the Master Contract shall, unless otherwise provided in the Master Contract, continue

in effect and shall survive the termination of the Master Contract.

15.7 Nothing in this Clause 15 shall be deemed to prejudice any other rights or remedies

available to the Authority against the Contractor for any breach of the Contractor’s

obligations whether under the Master Contract or at law or in equity.

No minimum value.

Ref Clause 2A “No Assurance of Orders”

2A.1 Nothing in the Master Contract shall be construed as providing or implying that:

(a) the Contractor has a right to be the sole supplier, or all the Contractors

collectively have a right to be sole suppliers, of the Goods and/or Services to the

Authority or any Customer;

(b) any Customer is under an obligation to purchase any, or any minimum quantity

or value of, Goods and/or Services from the Contractor; 

Ref Clause 5 “Execution of Framework Agreement - RFQ”

Legally binding between Customer/Agency that raised the PO and the Contractor.

Ref to page 62 of 110

(p) “Purchase Order” means an order issued by a Customer, making reference to

the Master Contract, to purchase the Goods and/or Services.

(q) “Purchase Order Contract” in respect of each Purchase Order, means the

resultant contract (which terms and conditions are contained in the documents

listed in Clause 5.3) between the Customer and the Contractor, for the provision

of the Goods and/or Services as a result of the issuance of such Purchase Order

by the Customer.

In the event of any default or breach of any of the obligations by the Contractor under the Purchase Order Contract, the GPE needs to make sure the Contract do have clauses for Liquidated Damages then the GPE may consider the following factors for LD:

1)      notified the Contractor in writing of the default or breach and 

2)      give the Contractor fourteen (14) days to rectify or remedy the default or breach

3)      if the default or breach cannot be fully rectified or remedied, to pay damages to the amount

specified in the notice, and the Contractor has failed to comply fully with the notice.

4)      Or at its sole discretion, GPE can draw on the Security Deposit to satisfy any liquidated or other damages as may become due to the Customer under the Purchase Order Contract 

Ref to page 61 of 110

Section 2: Master Conditions of Contract

b) POs issued under the Master Contract

Ref to page 84 of 110

Annex A to Section 2 

TERMS AND CONDITIONS GOVERNING PURCHASE ORDERS

GPE may also decide whether to accept the compensation / service recoveries offered by the Contractors. GPE may wish to confirm and finalised the arrangement in writing with the Contractor to prevent any possible dispute at a later stage.

As for the payment portion of the compensation, GPE will need to check back with own agency's procurement / finance colleagues for further advise on this matter.

Generally, GPE can also consider a PO variation to adjust the value / quantity downwards.

Also as the severity of every case varies, we will not be able to advice nor suggest a generic compensation amount / service recoveries.

Thus, we will leave this to the users and their agencies' procurement to determine if the Contractor's proposed service recovery is deem to reasonable and sufficient instead.

Clause 4 “Executive of Period Contract - Printed Catalogue Buy”

Ref Page 23 of 110

Clause 5 “Execution of Framework Agreement - Request for Quotation (RFQ)”