ARCHIVED General Conditions - Supply Arrangement - Goods or Services

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This information has been archived and replaced by General conditions: Supply Arrangement - Goods or Services (2022-12-01) 2020

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Legal text for SACC item

Public Works and Government Services Canada

01     Interpretation
02     Standard Clauses and Conditions
03     Bid Solicitations and Resulting Contracts
04     Supply Arrangement Period
05     Modifications
06     Confirmation of Qualification
07     On-going Opportunity For Qualification
08     Withdrawal by Supplier
09     Suspension or Cancellation of Qualification by Canada
10     Termination of Contracts made under the Supply Arrangement
11     Joint Venture
12     Publication of Supply Arrangement Information
13     Application of Trade Agreements
14     Costs


2020   01     (2008-12-12)  Interpretation

"Canada", "Crown", "Her Majesty" or "the Government" means Her Majesty the 
Queen in right of Canada as represented by the Minister of Public Works and 
Government Services and any other person duly authorized to act on behalf 
of that Minister;

"Supplier" means the person or entity whose name appears on the Supply 
Arrangement and who has become a pre-qualified supplier and been issued a 
Supply Arrangement;

"Supply Arrangement" means the written arrangement between Canada and the 
Supplier, these general conditions, any referenced clauses and conditions, 
and any other document specified or referred to as forming part of the 
Supply Arrangement;

"Supply Arrangement Authority" means the person designated as such in the 
Supply Arrangement, or by notice to the Supplier, to act as the 
representative of Canada in the management of the Supply Arrangement.

2020   02     (2008-12-12)  Standard Clauses and Conditions

Pursuant to the Department of Public Works and Government Services Act, S.C. 
1996, c. 16, the clauses and conditions identified in the Supply 
Arrangement by number, date and title are incorporated by reference into 
the Supply Arrangement and form part of any contract resulting from the 
Supply Arrangement as though expressly set out in the Supply Arrangement 
and resulting contract.

2020   03     (2010-01-11)  Bid Solicitations and Resulting Contracts

The Supplier understands that identified users are allowed under a Supply 
Arrangement to solicit bids and award contracts to pre-qualified suppliers 
only. Suppliers must be pre-qualified and issued a Supply Arrangement to 
meet the requirements of a bid solicitation and/or be awarded a contract 
under a Supply Arrangement. If the Supply Arrangement includes ceiling 
prices or rates, suppliers will be allowed to lower their prices or rates 
based on the actual requirement or statement of work described in the bid 
solicitation. For competitive requirements, bid solicitations will be 
issued in accordance with the process established in the Supply Arrangement. 
Bids will be evaluated and contracts will be awarded in accordance with the 
process described in each bid solicitation. Each contract awarded will be 
considered to be a separate binding contract established between the 
contracting department or agency and the Supplier.

The Supplier understands and agrees that:

(a)    issuance of a supply arrangement to the Supplier does not oblige 
       Canada to authorize or order all or any of the goods or services 
       described in the Supply Arrangement or to spend any monies 
       whatsoever;

(b)    a contract will exist only if there is an authorized contract 
       awarded under the Supply Arrangement and only for those goods, 
       services, or both which are described in the contract;

(c)    Canada's liability is limited to that which arises from contracts 
       awarded under the Supply Arrangement;

(d)    Canada has the right to procure the goods and services specified in 
       the Supply Arrangement by means of any other contract, standing 
       offer or contracting method;

(e)    the Supply Arrangement cannot be assigned or transferred in whole or 
       in part.

2020   04     (2008-012-12)  Supply Arrangement Period

The Supply Arrangement may be issued for a specific period as set out in 
the Supply Arrangement or until such time as Canada no longer considers it 
to be advantageous to use the Supply Arrangement to award contracts under 
the Supply Arrangement framework.

2020   05     (2008-12-12)   Modifications

1.     From time to time, Canada may modify the conditions of the Supply 
       Arrangement.  Canada will advise all suppliers of any proposed 
       modification to the supply arrangement and will provide suppliers 
       with an opportunity to either withdraw or confirm their consent to 
       the modification. The Supplier may withdraw if it no longer wishes 
       to be considered for future contracts as a result of the 
       modification. If the Supplier does not withdraw, the Supplier must 
       confirm its consent to the modification and confirm that it meets 
       any qualification requirement that may be affected by the 
       modification. The Supplier must provide any information or evidence 
       the Supply Arrangement Authority may require to verify that the 
       Supplier continues to be a qualified supplier.

2.     Canada may also, from time to time, update the conditions of the bid 
       solicitation and resulting contract clauses included in the Supply 
       Arrangement. Canada will then publish the updates no less than ten 
       (10) working days before including them in any individual bid 
       solicitation. Canada may also modify the requirement described in 
       the Supply Arrangement or, if the Supply Arrangement includes 
       categories, modify the requirements associated with categories. If 
       Canada adds a new category, the Supplier may submit an application 
       to qualify for that category. Upon successful qualification, that 
       category will simply be added to the Supplier existing Supply 
       Arrangement. In the event of a modification to the requirement, the 
       Supplier may either be required to qualify in respect to the 
       modification only or to submit another arrangement, depending on the 
       extent of the modification.

3.     Modifications will not affect contracts that are already in place 
       before the date of the modification. 

2020   06     (2008-12-12)   Confirmation of Qualification

1.     The Supplier must continue to meet all the qualification 
       requirements related to the Supply Arrangement during the entire 
       period of the Supply Arrangement. Any certification provided by the 
       Supplier must be true on the date of the Supply Arrangement and 
       remain true throughout the period of the Supply Arrangement. The 
       Supplier must immediately notify the Supply Arrangement Authority if 
       it no longer meets any of the qualification requirements of the 
       Supply Arrangement. 

2.     The Supply Arrangement Authority may require the Supplier to confirm 
       its qualification at any time and provide evidence to support its 
       confirmation. If the Supplier no longer meets any of the 
       requirements for qualification, Canada may, at its option:

       (a)    suspend the Supply Arrangement until the Supplier has 
              demonstrated, to the satisfaction of Canada, that it meets 
              the requirements in respect of which it has been found 
              deficient. During this time, the Supplier will not be 
              eligible to bid on bid solicitations issued under the Supply 
              Arrangement;

       (b)    suspend the Supplier's qualification under specific 
              categories of the Supply Arrangement until the Supplier has 
              demonstrated, to the satisfaction of Canada, that it meets 
              the requirements in respect of which it has been found 
              deficient. During this time, the Supplier will not be 
              eligible to bid on bid solicitations issued under Supply 
              Arrangement for those categories;

       (c)    cancel the Supply Arrangement or the Supplier's qualification 
              for specific categories, in which case, the Supplier will not 
              be allowed to submit a new arrangement for a period of six (6) 
              months following the cancellation.

2020   07     (2008-12-12)    On-going Opportunity For Qualification

The Supplier understands that either through a notice posted on the 
Government Electronic Tendering Service (GETS) or through a process set out 
in the Supply Arrangement, new suppliers may submit arrangements to 
pre-qualify and be added to the list of suppliers pre-qualified to provide 
the goods and services described in the Supply Arrangement. This process 
will also permit pre-qualified suppliers to qualify for requirements for 
which they are not already qualified. The Supplier acknowledges that Canada 
may issue an unlimited number of supply arrangements and may continue to 
issue supply arrangements to pre-qualified suppliers throughout the Supply 
Arrangement period.

2020   08     (2008-12-12)   Withdrawal by Supplier

If the Supplier wishes to withdraw from the Supply Arrangement or only from 
any specific category, the Supplier must advise Canada by providing no less 
than thirty (30) days written notice to the Supply Arrangement Authority, 
unless provided otherwise in the Supply Arrangement.

Upon receipt of the notice, the Supply Arrangement Authority will remove 
the Supplier from the list of pre-qualified suppliers and the Supplier will 
not be eligible to bid on bid solicitations issued under the Supply 
Arrangement anymore. The Supplier will be required to qualify again to 
become a pre-qualified supplier.

The Supplier acknowledges that its withdrawal will not affect any contract 
entered into before the receipt by the Supply Arrangement Authority of the 
notice. Canada may at its discretion advise the Supplier that the Supplier 
will not be allowed to submit a new arrangement to re-qualify for a period 
of time as determined by Canada.

2020   09     (2008-12-12)   Suspension or Cancellation of Qualification by 
Canada

1.     Canada may, by sending written notice to the Supplier, suspend or 
       cancel the Supply Arrangement under any of the following 
       circumstances:

       (a)    the Supplier no longer meets any of the required 
              qualifications of the Supply Arrangement as provided in 
              section 6;

       (b)    the Supplier is in default in carrying out any of its 
              obligations under any resulting contract and Canada has 
              exercised its contractual right to terminate the contract for 
              default;

       (c)    Canada has imposed measures on the Supplier under the Vendor 
              Performance Policy (or such similar policy that may be in 
              place from time to time).

2.     Suspension or cancellation of the Supply Arrangement will not affect 
       the right of Canada to pursue other remedies or measures that may be 
       available. It will not, on its own, affect any contract entered into 
       before the issuance of the notice. The Supply Arrangement Authority 
       will however remove the Supplier from the list of pre-qualified 
       suppliers and the Supplier will not be eligible to bid on bid 
       solicitations issued under the Supply Arrangement. The Supplier will 
       not be allowed to submit another arrangement for a period to be 
       determined by Canada.

2020   10     (2008-12-12)  Termination of Contracts made under the Supply 
                                   Arrangement

If a contract made under the Supply Arrangement is terminated for default 
or otherwise, such termination does not terminate the Supply Arrangement. 
The Supplier acknowledges, however, that a default under any contract made 
under the Supply Arrangement may result in the suspension or cancellation 
of the Supply Arrangement.

2020   11     (2008-12-12)   Joint Venture

If the Supplier is a joint venture, the Supplier agrees that all members of 
the joint venture are jointly and severally or solidarily liable for the 
performance of any contract awarded under the Supply Arrangement. If the 
membership of a joint venture changes, the Supply Arrangement will be 
cancelled and members who wish to qualify separately or as part of a 
different joint venture must submit a new arrangement by following the 
qualification process established by Canada.

2020   12     (2008-05-12)   Publication of Supply Arrangement Information

1.     The Supplier agrees that Canada may publish certain information 
       related to the Supply Arrangement or a supply arrangement catalogue. 
       The Supplier agrees to the disclosure of the following information 
       included in the Supply Arrangement:

       (a)    the conditions of the Supply Arrangement;

       (b)    the Supplier's procurement business number, its name, the 
              name, address, telephone number, fax number and e-mail 
              address of its representative;

       (c)    the Supplier's profile and its level of security clearance;

       (d)    the Supplier's qualified domains of expertise or the 
              categories for which the Supplier has qualified.

2.     Canada will not be liable for any errors, inconsistencies or 
       omissions in any published information. If the Supplier identifies 
       any error, inconsistency or omission, the Supplier agrees to notify 
       the Supply Arrangement Authority immediately.

2020   13     (2008-12-12)  Application of Trade Agreements

The Supplier understands that even if the qualification process established 
for the issuance of the Supply Arrangement was subject to the World Trade 
Organization Agreement on Government Procurement, the North American Free 
Trade Agreement, and the Agreement on Internal Trade, not all three 
agreements will necessarily apply to individual bid solicitations under the 
Supply Arrangement. The trade agreements applicable to individual bid 
solicitations will be identified on a case-by-case basis.

2020   14     (2008-05-12)   Costs

The Supplier will not be reimbursed for any costs incurred before the award 
of a contract and no costs incurred before the award of a contract can be 
charged to the Supply Arrangement or any contract entered into under the 
Supply Arrangement.