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Invitation To Quote (ITQ) Terms & Conditions

By submitting a quote (“Quote”) through GeBIZ in response to this ITQ, the GeBIZ Trading Partner (hereafter
known as the “GTP”) agrees to accept these ITQ Terms & Conditions. The acceptance by the Institute of
the GTP’s Quote by issuing an Order/Purchase Order to the GTP through GeBIZ shall create a binding
contract (“Contract”) on the part of the GTP to supply the goods and/or services offered in the GTP’s Quote
under these ITQ Terms & Conditions.

These ITQ Terms & Conditions apply in preference and supercede any other terms and conditions referred
to, offered, or relied on by the GTP at any stage in dealings between the GTP and the Institute. Without
prejudice to the generality of the aforementioned, the Institute will not be bound by any terms or conditions
endorsed upon, delivered with or contained in the GTP’s Quote, specifications or any of its documents unless
the Institute specifically states so in writing that it agrees to any such terms.

ACCEPTANCE/AWARD
The Institute reserves the right to accept or reject all or any part of a Quote or any Quote and to award the
Quote in any manner deemed in the best interests of the Institute.

ALTERATION OF QUOTE
No Quote shall be altered or amended after the closing date of the ITQ.

APPLICABLE LAW
This Contract shall be governed by the laws of Singapore and parties agree to submit to the exclusive
jurisdiction of the Singapore Courts. A person who is not a party to this Contract shall have no right under
the Contracts (Rights of Third Parties) Act to enforce any of its terms.

ASSIGNMENT, TRANSFER AND SUBCONTRACTING


The GTP shall not assign, transfer or subcontract any portion of the Contract without the express written
consent of the Institute.

CONFORMANCE WITH CONTRACT


No alteration of the delivery, price, quality, quantities or specifications of the Contract shall be granted
without prior written consent of the Institute. Goods delivered and/or services performed which do not
conform to these terms or specifications may be rejected and returned at the GTP’s expense. The GTP must
agree to replace, free of charge, all defective items/work delivered under the Contract.

CANCELLATION OR REDUCTION OF GOODS/SERVICES


The Institute, at its sole discretion, may, without liability to the GTP, elect to cancel all or any such items of
goods and/or services from the Contract or reduce the scope of the Contract for any reason. The GTP shall
be notified in writing at the earliest opportunity.

DELIVERY
Delivery or performance of any goods and/or services must be made within the date, time and place as
stated in the Contract. If the GTP fails to deliver or perform on time, the Institute reserves the right to
purchase from other sources and all increased costs thereby incurred shall be deducted from any moneys
due or to become due to the GTP or shall be recoverable as damages, and is entitled to reject the goods
and/or services not delivered or performed on the date, time and place stated.

INDEMNITY
The GTP shall indemnify, defend and hold harmless the Institute from and against any and all liabilities,
claims, loss, damage, suits, judgments and/or expenses, which arise either directly or indirectly from any
act or omission by the GTP or any of its employees or agents, which may occur during or which may arise
out of the performance of the Contract.

INTELLECTUAL PROPERTY RIGHTS


The Seller warrants that the goods and/or services do not infringe any copyright, and all rights in relation to
inventions, registered and unregistered trademarks (including service marks), registered and unregistered
designs, circuit layouts, know how and any other rights resulting from intellectual activity in the industrial,
scientific, literary and artistic fields (hereinafter referred to as “Intellectual Property”). The Seller shall
indemnify the Institute and its officers or departments against all Intellectual Property infringement claims
including any costs, charges and expenses in respect thereof.
OWNERSHIP STATUS AND PARTICULARS OF DIRECTORS/PARTNERS
The GTP shall provide full information on:-

(a) the name and address of any person, company or corporation which owns, whether directly or
indirectly, at least 50% of the total number of shares in the GTP,

(b) the number, percentage and class of shares held by such person, company or corporation.

(c) particulars of GTP’s Directors/Partners.

Please complete the attached “Ownership Status and Particulars of Directors/Partners” (Document A).

PAYMENT TERMS
E-invoices issued via GeBIZ are not acceptable. Unless otherwise specified, payment shall be made within
thirty (30) days of the receipt of invoice from the GTP or delivery of the Goods/Services, whichever is later.
All additional charges such as shipping, installation or other costs must be fully itemized with the Quote.
Charges not specified at the time of the Quote will not be honored. All duties and taxes, if any, imposed in
Singapore and/or elsewhere on any supply of goods and/or services shall be borne by the GTP with the
exception of Singapore’s Goods and Services Tax (“GST”). All rates and prices quoted shall be exclusive of
GST chargeable on the supply of the goods and/or services. If the GTP is a taxable person under the GST
Act, the Institute will pay the GTP, in addition to the rates and prices proposed, the GST chargeable on the
supply of goods and/or services provided pursuant to the Contract.

PERSONAL DATA
The supply of Goods and/or Services by the GTP requires the processing of personal data. The GTP agrees
to process such personal data in accordance with the terms set out in the Institute’s Data Intermediary
Clause. Refer to ANNEX C.

PROPRIETARY INFORMATION
All information, proposals, applications, briefs, brochures, samples or other documentation submitted by the
GTP for its Quote will become the property of the Institute.

TERMINATION
The Institute may, by written notice to the GTP, terminate the Contract in whole or in part at any time the
GTP fails or neglects to perform any of its obligations under the Contract. Any GTP who fails or neglects to
abide by the Contract may, in the Institute’s discretion, be suspended for a period of time from entering into
any contracts with the Institute.

WAIVER
Failure by the Institute to insist on performance of a term or condition of the Contract, or to exercise any
right or remedy for breach, is not a waiver of any other non-performance or breach.

WARRANTY
The GTP warrants that all goods supplied to the Institute under the Contract are free from defects in material,
workmanship and design, suitable for the purposes intended or implied, in compliance with all applicable
specifications and free from liens or encumbrance on title. The GTP warrants that all services are performed
in accordance with the current, sound and generally accepted industry practices by qualified personnel
trained and experienced in the appropriate fields and in compliance with the specification.

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