SERVICE CONTRACT
The Public is informed:
This SERVICE CONTRACT (hereinafter referred to as the “Contract”) is entered into
and executed by and between:
PHILIPPINE AMUSEMENT AND GAMING CORPORATION
(PAGCOR), a government owned and controlled corporation created
and existing by virtue of Presidential Decree No. 1869, as amended,
with office address at the PAGCOR Corporate Office, New World Manila
Bay Hotel, 1588 M.H. Del Pilar corner Pedro Gil Streets, Malate, Manila,
represented in this act by the Chairman and Chief Executive Officer,
ANDREA D. DOMINGO, hereinafter referred to as “PAGCOR”;
and,
xxxxxxxxxxxxxxxxxx, a company duly organized and existing under
the laws of the Republic of the Philippines, with office address at
xxxxxxxxxxxxxxx, represented in this act by its xxxxxxxx,
xxxxxxxxxxxxx, hereinafter referred to as “CONTRACTOR”;
The parties warrant that they are duly organized, registered, validly existing
and in good standing under the laws of the Republic of the Philippines, and that
the parties and their representatives are capable and have the requisite power,
authority, permits, clearances, and licenses, to enter into this Service Contract,
and to perform any and all their obligations under the contract.
RECITALS:
WHEREAS, PAGCOR has a requirement for the xxxxxxxxxxxxxxxx, hereinafter
referred to as the “Services”;
WHEREAS, pursuant to the Branch Bids and Awards Committee
Recommendation dated xxxxxxxxx, and approved by the PAGCOR Board of Directors
xxxxxxxxxxx, PAGCOR procured the Services through the public bidding under the
Revised Implementing Rules and Regulations (IRR) of Republic Act 9184;
WHEREAS, the CONTRACTOR has submitted the single calculated and
responsive quotation compliant with the specifications, terms and conditions of
PAGCOR for the Services;
WHEREAS, PAGCOR has accepted the proposal of the CONTRACTOR,
subject to the terms and conditions hereunder stipulated;
WHEREAS, the CONTRACTOR has offered PAGCOR of the hotel’s Corporate
Room Rates as enumerated below and a twenty (20) percent special discount on Food
and Beverages on hotel’s F&B outlets.
Regular Corporate Room Rates- (PAGCOR)
Room Category
Rate(Walk-in) w/o breakfast w/ breakfast
Standard- Php 2,840.00 Php 1,870.00 nett Php 2,464.00 nett
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Queen/Twin
Executive Suite 3,522.00 2,695.00 nett 3,289.00 nett
Superior 3,522.00 2,695.00 nett 3,289.00 nett
Family-
3,832.00 2,464.00 nett 3,344.00 nett
Triple Sharing
De Luxe 4,514.00 3,575.00 nett 4,169.00 nett
Extra Bed Php 800.00
WHEREAS, the CONTRACTOR has agreed to provide four (4) complimentary
rooms per day to PAGCOR and the allocation of additional four (4) rooms daily for
reservation purposes and are not subject to guaranteed booking, on top of the
complimentary rooms.
NOW, THEREFORE, for and in consideration of the mutual covenants and
agreement hereunder specified, PAGCOR and the CONTRACTOR hereby enter into
this Service Contract, as follows:
ARTICLE I
DESCRIPTION OF WORK/SERVICES
The CONTRACTOR shall undertake to provide Hotel Room Accommodation
requirements of xxxxxxxxxxx in accordance with the Technical Specifications as
detailed in the Request for Quotation/Terms of Reference submitted during the
procurement of this Service Contract. A copy of the Request for Quotation/Terms of
Reference, together with its annexes, is attached as Annex “A”, and made an integral
part of this Service Contract.
If there is any conflict with the provisions of this contract and the bidding
documents submitted by the CONTRACTOR during the procurement process (i.e.
Request for Quotation/Terms of Reference, Bid Bulletins, etc), the latter shall prevail.
ARTICLE II
CONTRACT AMOUNT
For and in consideration of the CONTRACTOR’s services, PAGCOR agrees to
pay based on actual billing and which shall not exceed the total contract price or
xxxxxxxxxxxx, VAT Exclusive, Zero-Rated Transaction.
Both parties agree that the Contract Price stated herein already includes all
applicable taxes, fees and charges required by Government. The CONTRACTOR holds
PAGCOR free from liability for any and all taxes arising out of this transaction.
Payments are subject to five percent (5%) retention money as Performance
Security to guarantee the faithful performance of all of the obligations under the
contract.
The Performance Security shall remain valid until issuance of the Philippine
Amusement and Gaming Corporation (PAGCOR) of the final Certificate of Acceptance.
The Contract Price herein agreed shall not be subject to any increase or upward
adjustment for any reason or cause whatsoever for the duration of this Service
Contract.
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ARTICLE III
SCHEDULE OF PAYMENT
The CONTRACTOR shall submit to PAGCOR a service invoice for every
completion of services rendered by the CONTRACTOR.
PAGCOR shall pay the CONTRACTOR, for every completed service, a service
fee based on actual billing, VAT-exclusive, zero-rated transaction, within thirty (30)
calendar days from receipt of the CONTRACTOR’s billing statement.
ARTICLE IV
CONTRACT TIME
This Contract shall be effective for a period of two (2) years, commencing from
the date stated in the Notice to Proceed. Within this period, PAGCOR may terminate
this Contract with or without cause, without need for judicial intervention, upon thirty
(30) days written notice to the CONTRACTOR.
This Contract shall be automatically terminated if the Contract Amount is
exhausted before the termination date.
ARTICLE V
WARRANTIES AND RESPONSIBILITIES
The CONTRACTOR hereby warrants and represents that:
1. There are no actions, suits or proceedings pending or, to the best of its
knowledge, threatened, which may have a material adverse effect on its ability to fulfill
its obligations under this Service Contract or on its operations, business, properties,
assets or business condition.
2. That the services to be supplied to PAGCOR shall be as described under
Article I of this Contract. The CONTRACTOR warrants that it has secured all the
necessary government licenses and permits to allow it to supply the services agreed
upon and that it is free from any liability or adverse claims, of every nature and
description that would prevent and hinder it from supplying the said services.
In addition to the responsibilities of the CONTRACTOR described under Article I,
the CONTRACTOR further undertakes to perform the following responsibilities:
1. The CONTRACTOR shall pay taxes due to the Philippine Government in
full and on time. Failure to do so entitles PAGCOR to suspend payment for any goods
delivered or services rendered by the CONTRACTOR under this Service Contract.
2. The CONTRACTOR shall be liable in case of theft, robbery or any loss to
PAGCOR caused by the CONTRACTOR’s personnel. The CONTRACTOR hereby
agrees to replace, repair, restitute any loss caused by its personnel. In this connection,
PAGCOR shall forward to the CONTRACTOR the relevant proof/evidence in
connection with the theft, robbery, or loss. It is understood that this provision shall not
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apply in cases where the theft, robbery or loss is found to have been caused by
PAGCOR employees.
ARTICLE VI
TAXES AND LICENSES
All amounts, claims, and expenses pertaining to licenses, permits, registrations
or renewals thereof, required by the appropriate government entities for the services
performed under this Contract shall be for the exclusive account of the CONTRACTOR.
Upon the request of PAGCOR, the CONTRACTOR shall regularly present,
within the duration of the contract, a tax clearance from the Bureau of Internal Revenue
as well as a copy of its income and business tax returns duly stamped and received by
the BIR and duly validated with the tax payments made thereon.
ARTICLE VII
CLAIMS AND DISPUTE
All claims and disputes relating to or arising out of this Service Contract shall as
much as possible, be settled amicably by the parties before resorting to any judicial
action. Any and all disputes arising from the implementation of this Service Contract
shall be submitted to arbitration in the Philippines according to the provisions of
Republic Act 876, otherwise known as the “Arbitration Law” and Republic Act 9285,
otherwise known as the “Alternative Dispute Resolution Act of 2004”.
If the parties fail to settle their differences or disputes, the parties waiving for the
purpose any other venue, hereby agree that the courts of the City of Manila shall be the
exclusive venue of any or all actions or suits between the parties to the exclusion of all
other courts and venues. This exclusive venue provision shall apply even in cases for
declaration of nullity of this Contract in its entirety or in part.
In the event that a dispute arises with respect to this Service Contract, the party
prevailing in such dispute shall entitled to recover all expenses, including, without
limitation, reasonable attorneys’ fees and expenses incurred in ascertaining such party’s
rights or in preparing to enforce, or in enforcing, such party’s rights under this Contract,
whether or not it was necessary for such party to institute suit.
ARTICLE VIII
CONFIDENTIALITY/NON-DISCLOSURE CLAUSE
All information disclosed to the CONTRACTOR arising out of or as a result of
this Contract shall be confidential in nature. The CONTRACTOR shall be solidarily
liable to PAGCOR for any unauthorized disclosure of information made by its officers,
employees, agents and other persons acting on the CONTRACTOR’s behalf.
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ARTICLE IX
DAMAGES FOR DELAY
Should the CONTRACTOR incur delay in the performance of the Services, the
CONTRACTOR shall pay a penalty of one-tenth of one (1/10 of 1%) of the total cost of
the undelivered Services for each day of delay, including Sundays and Holiday. The
maximum deduction shall be ten percent (10%) of the Contract price of the Service
Contract. Once the cumulative amount of liquidated damages reaches ten percent
(10%) of the Contract Price, PAGCOR shall have the option to rescind the contract,
without prejudice to other courses of action and remedies open to it.
In case the CONTRACTOR still fails to deliver the Services after the lapse of
fifteen (15) days from the supposed date of implementation, PAGCOR shall have the
option to terminate the contract.
ARTICLE X
DEFAULTS
In the event that any of the parties fail to comply in good faith with their
undertakings, as set forth in this Service Contract, within the periods provided herein,
the non-defaulting parties shall be released from their obligations under this Service
Contract, without prejudice to the rights of restitution, recovery and damages.
In the event of breach by either party, the parties agree to amicably settle the
same prior to judicial action.
ARTICLE XI
MISCELLANEOUS PROVISIONS
1. In the event that the facts and circumstances arise or are discovered which
render this Contract disadvantageous to the Government, the parties hereto agree
immediately to re-negotiate its terms and conditions, or at the option of PAGCOR
terminate the same.
2. No terms or conditions of this Contract shall be deemed waived and no breach or
default excused unless such waiver or excuse shall be in writing and signed by the
party affected.
3. This Contract, and all the rights and interests herein, may not be assigned or
sub-contracted to another without prior consent of the other party.
4. All notices and other communications provided for or permitted hereunder shall
be in writing and sent to the parties at their respective addresses as indicated in this
Contract.
5. If any provision hereof is prohibited or made unenforceable under any applicable
law of by a competent court or authority, the same shall not affect any other provision of
this Contract, which are otherwise valid and enforceable.
6. The relationship between the parties shall be limited to the performance of the
terms and conditions of the Contract. Nothing in this Contract shall be construed to
create a general partnership between the parties, or to authorize any party to bind the
other except as set forth in this Contract, or to borrow money on behalf of another party,
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or to use the credit of any party for any purpose other than what has been set forth
herein.
7. Any right or remedy conferred by this Contract upon the parties shall not be
exclusive of any other right or remedy of each party, whether under this Contract or
provided or permitted to the parties at law or in equity, but each right or remedy shall be
cumulative of every other right or remedy available to them.
8. This Contract constitutes the entire agreement between the parties pertaining to
the subject matter contained in it, and supersedes all prior and/or contemporaneous
agreements, representations, warranties and understandings of the parties.
9. No supplement, variation or amendment of this Contract shall be binding unless
executed by the Parties in writing.
IN WITNESS WHEREOF, the parties hereto have signed these presents on this
___ day of ___________, 2017 at the City of __________, __________, Philippines
PHILIPPINE AMUSEMENT XXXXXXXXXXXXXX
AND GAMING
CORPORATION
TIN: 033-000-887-972 TIN: XXXXXXXXXXX
Represented by: Represented by:
xxxxxxxxxx XXXXXXXXXXX
xxxxxxxxxx XXXXXXXXXXX
Signed in the presence of:
________________________ ____________________
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ACKNOWLEDGMENT
REPUBLIC OF THE PHILIPPINES )
CITY OF _________ ) S.S.
BEFORE ME, a Notary Public for and in the City of ________, on this
__________________, 2017, personally appeared the following with their respective
Government ID Numbers, to wit:
NAME: Government ID No.
XXXXXXXXXXXX XXXXXXXXXXX
both known to me to be the same persons who executed the foregoing Service Contract
consisting of eight (8) pages including the page on which this Acknowledgment is
written, and who acknowledged to me that the same is their free and voluntary act and
deed as well as the free voluntary act and deed of the entities they respectively
represent.
WITNESS MY HAND AND NOTARIAL SEAL on the date and place first above
written.
Doc. No. ________
Page No.________
Book No.________
Series of 2017.
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ACKNOWLEDGMENT
REPUBLIC OF THE PHILIPPINES )
CITY OF _________ ) S.S.
BEFORE ME, a Notary Public for and in the City of ________, on this
__________________, 2017, personally appeared the following with their respective
Government ID Numbers, to wit:
NAME: Government ID No.
XXXXXXXXXXX
both known to me to be the same persons who executed the foregoing Service
Contract consisting of eight (8) pages including the page on which this
Acknowledgment is written, and who acknowledged to me that the same is their free
and voluntary act and deed as well as the free voluntary act and deed of the entities
they respectively represent.
WITNESS MY HAND AND NOTARIAL SEAL on the date and place first above
written.
Doc. No. ________
Page No.________
Book No.________
Series of 2017.
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