Professional Documents
Culture Documents
This Memorandum of Agreement (“Agreement”) is made and entered into this ____day of
___________, 2016201_, by and between:
- and -
The FOUNDATION and the TRAINING PARTNER shall be referred to Formatted: Indent: Left: 1", Right: 0.5"
individually as a “Party”, and collectively as the “Parties” in this
Agreement.
W I T N E S S E T H: THAT
WHEREAS, the FOUNDATION recognizes the need for a Training training on Community Formatted: Font: Bold
[insert subject] Organizing g for CSR Officers[insert target audience] in order to maximize their
capabilities in engaging the communities and to identify better projects suited to the needs of
their respective assisted communities[insert purpose] (hereinafter, the “Training Program”);
WHEREAS, the FOUNDATION requires the services of a qualified, competent and Formatted: Font: Bold
accredited training PARTNER partner to conduct the Training Program;
WHEREAS, the TRAINING PARTNER has represented that it is legitimate, qualified, Formatted: Font: Bold
competent and a duly authorized bodyto conduct Community Organizing Trainingtrainings on Formatted: Indent: First line: 0.5"
[insert subject], hereinafter referred to as the TRAINING, as they have been engaged in research
and experimental development in Social Science, advance welfare, concern for the disadvantaged
and/or vulnerable sectors, disseminate knowledge generated by its social development programs
and projects through publication, training, public for a, etc.
WHEREAS, the TRAINING PARTNER and is willing to conduct the Ttraining Program for the Formatted: Font: Bold
FOUNDATION according in accordance withto the requirements of the FOUNDATION and the
pursuant to the terms set forth in this Agreement;
NOW THEREFORE, for and in consideration of the foregoing premises and the mutual Formatted: Font: Bold
covenants herein set forth, the Parties hereby agree as follows:
1.1 The Training Program RAINING to be conducted by the TRAINING PARTNER shall
be composed of the following modules: set forth in the “Training Curriculum”
attached hereto and made an integral part hereof as Annex “A”;
(a) Development Context and Perspectives; (b) Community Organizing; (c) Stages
of Community Organizing; (d) Trends in CO Practice; (e) Community Exposure and
(e) Ethics in Community Planning and Re-Entry Plans. Any deviations from the
abovementioned modules shall be under the discretion of the TRAINING
PARTNER, as long as these changes will address the needs of the participants in
the Community Organizing practice.
1.2 The TRAINING will be conducted over a period of [•]three ([•]3) days in theat
[•]University of the Philippines - Diliman, Quezon City; and
1.3 The TRAINING OUTPUToutput of the Training Program of the course willshall be
the [•].Action Plan for the CSR initiatives
2.1 The FOUNDATION shall send [•]twenty ([•]20) participants for the
TRAININGTraining Program;
2.2 The FOUNDATION shall cooperate with the TRAINING PARTNER and when
necessary, provide assistance in the finalization of the TRAININGTraining
Program;
2.3 The FOUNDATION shall pay the costs of the Training ProgramRAINING in [•] two
tranches, fifty percent (50%) upon signing of the this Memorandum of Agreement
and fifty percent (50%) within two (2) days after the completion conduct of the
Training Program. [AEV Legal: This is subject to the commercial agreement of the
Parties.]
3.1 The TRAINING PARTNER shall conceptualize and develop the TRAINING Training
Program based on the FOUNDATION’s requirements and terms;
3.2 The TRAINING PARTNER shall provide competent resource persons and other
members of the training team;
3.4 The TRAINING PARTNER shall provide the venue(s), training meals, venues and
facilities for the TRAININGTraining Program;
3.5 The TRAINING PARTNER shall provide the training kits, modules, equipment and
other materials needed for the TRAININGTraining Program;
3.6 The TRAINING PARTNER shall issue Training Ccertificates of completion upon
completion thereofat the end of the Training Program; and
3.7 The TRAINING PARTNER shall ensure the safety of the participants during the
Training Program and any community exposure trips associated with the Training
Programto the CSWD partner communities.
4.1 This Agreement shall have a term of [•]three ([•]3) months commencing on
______________, 2016 201_ and expiring on ______________, 2016201_ (the
“Term”).
4.2 This Agreement may be terminated at any time by the FOUNDATION for cause,
at one (1) day’s written notice upon the occurrence of the following:
4.3 The FOUNDATION may, at its sole discretion and without any liability, also
terminate this Agreement by giving the TRAINING PARTNER thirty (30) days’ prior
written notice. Formatted: Font: 11 pt, Bold
4.4 The termination of this Agreement with or without cause shall not release a Party
from any liability which at the time of termination has already accrued to the
other Party or which thereafter may accrue in respect of any act or omission prior
to such termination.
4.5 The termination of this Agreement shall be in addition to and not in lieu of other
rights and remedies of the Parties under this Agreement and existing provisions
of law.
a. It is a corporation duly organized and validly existing under and by virtue of the
laws of the Philippines; with full power to own its property(s), to carry on its
business as it is now being conducted, and to execute, deliver and perform its
obligations under this Agreement; entering into this Agreement does not violate
any provision of any applicable law or regulation, its articles of incorporation, by-
laws or any other constitutive documents, and any agreement with other parties;
and it has been duly authorized by all necessary corporate and legal action to
enter into this Agreement; and
b. It has full legal capacity and power to own its property and assets and carry on its
business as it is now being conducted, and to enter into, exercise its rights, and
perform its obligations under this Agreement;
c. It has the requisite corporate power and authority to enter into this Agreement
and to carry out its obligations hereunder. The execution, delivery and
performance by it of this Agreement have been duly and validly authorized, and
no other corporate proceedings on its part are necessary to authorize this
Agreement or the transactions contemplated hereby. This Agreement has been
duly and validly executed and constitutes its valid and binding agreement,
enforceable against it in accordance with the terms hereof;
d. The execution of this Agreement or the performance of the terms hereof or the
transactions contemplated hereby or the fulfilment of any of the terms hereof
will not violate any provision of, or result in the breach of, or accelerate or permit
the acceleration of the performance required by the terms of, any applicable law,
rule or regulation or any governmental body having jurisdiction in the premises,
or its Articles of Incorporation or By-laws or constitutive documents, or conflict
with, result in a breach of, or result in the termination of, any agreement or
instrument to which it is now a party or by which it or any of its properties or
assets may be bound or affected, or any judgment or comparable order against it
of any court, arbitrator or governmental agency inside or outside the Republic of
the Philippines, or constitute a default or encumbrance of any nature whatsoever
upon any of its properties or assets under such agreement or instrument, or in
any way affect or violate the terms or conditions of, or result in the cancellation,
modification, revocation, or suspension of, any licenses, approvals, certificates,
permits or authorizations held by it; and
a. It has substantial operating capital and investment in the form of tools and
equipment necessary to carry out its obligations herein without relying on
advances from the other PartiesParty; and
b. It has all the required permits and licenses necessary for the effective
performance of its obligations under this Agreement, it shall keep such permits
and licenses valid throughout the term Term or any renewal or extension
thereofof this Agreement, and shall provide the FOUNDATION with copies of such
permits and licenses, when necessary;.
6. LIMITATION OF LIABILITY
6.2 The TRAINING PARTNER shall answer for and indemnify the FOUNDATION for
those damages or losses for which the TRAINING PARTNER is responsible, which
may be suffered or sustained by the FOUNDATION due to any act, omission, fault,
negligence or lack of due diligence by the TRAINING PARTNER, its employees,
personnel, agents or representatives.
6.3 BOTH PARTIES shall assume full responsibility for injuries, deaths or damages
sustained or suffered by its employees, personnel, agents, representatives while
in the performance of their duties under the Training Program.
6.4 The TRAINING PARTNER shall further assume full responsibility and shall not hold
the FOUNDATION answerable or accountable for any amount, claim, liability, or
sum arising from any cause of action, civil or criminal, with respect to licenses,
taxes, permits and similar requirements which shall be for the account of the
TRAINING PARTNER.
7.1 The TRAINING PARTNER has represented that it possesses the experience,
knowledge, and expertise, as well as sufficient capital, manpower and equipment
necessary to perform the trainings contemplated in this Agreement.
In the event of any litigation before the civil, criminal, or labor courts
wherein the FOUNDATION is made a party defendant, the TRAINING PARTNER
undertakes to have the case dismissed with respect to the FOUNDATION as well
as answer for the judgment amount, attorney’s fees, cost of suit, and other legal
expenses. The FOUNDATION shall, in such situation, be free to engage the
services of its own legal counsel at the cost of the TRAINING PARTNER.
8. NOTICES
8.1 All notices, requests, consents and other documents (“Notices”) under this
Agreement shall be given/served either by personal delivery in writing, through
email, by fax, through registered mail or sent through reputable courier service
with return receipt requested, postage prepaid and properly addressed to the
Party or its designated agent/representative. Notices shall be addressed as
follows:
If to the FOUNDATION:
c. On the day the Notice is sent, if sent through a reputable courier service; or
d. Ten (10) Business Days Five (5) calendar days after mailing, if sent through
registered mail.
Any Party may change its address for receipt of Notices at any time by giving
written notice thereof to the other Party, provided that the other Party was
advised of such change in writing, duly received. The duly authorized
representative of each Party may sign any Notice given under this Agreement for
and on its behalf.
9. GENERAL PROVISIONS
9.1 This Agreement, including the Annex hereto, is the complete and exclusive
statement of the agreement between the Parties, and supersedes all
understandings or prior agreements, whether oral or written, and all
representations or other communications between the Parties in relation to the
subject matter hereof.
9.2 If any provision of this Agreement is found by any court or administrative body of
competent jurisdiction to be invalid or unenforceable, the invalidity or
unenforceability of such provision shall not affect the other provisions of this
Agreement, and all provisions not affected by such invalidity or unenforceability
shall remain in full force and effect. The Parties may agree to substitute any
invalid or unenforceable provision with a valid or enforceable provision which
achieves to the greatest extent possible the objectives of the invalid or
unenforceable provision.
9.31 The waiver by any Party of a breach by the other Party of any of the provisions of
this Agreement, or a Party’s failure to insist on the strict performance of any
provision hereof or to exercise any right in any one or more instances or
circumstances, shall not be construed as a waiver or relinquishment of such
provision, right or by the non-breaching Party of any succeeding breach by the
breaching Party of the same or other provisions. The delay, failure or omission
by any Party in exercising any right that it may have under this Agreement shall
also not operate as a waiver or relinquishment of such provision or right, or of
any breach or default by the non-breaching Party.
9.52 If at any time any dispute or difference shall arise between the Parties in
connection with this Agreement, the Parties shall in good faith exert all efforts to
resolve such dispute or difference. At the request of a Party by giving Notice to
the others, the duly authorized representatives of the Parties shall meet in a
9.63 The benefits and privileges granted under this Agreement are not assignable. The
FOUNDATION, however, may assign or transfer this Agreement to its affiliates,
subsidiaries or related companies upon prior notice to the TRAINING PARTNER
and it is understood that the assignee shall be bound by all the terms and
conditions of this Agreement.
9.74 This Agreement shall be governed by, and construed in accordance with,
Philippine the laws of the Republic of the Philippines.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and at the
place first above-written.
By: By:
Formatted Table
_____________________ ____________________
I, _____________Before me, a Notary Public duly authorized in the city named above to take
acknowledgments, certify that on ____________, personally appeared the following who are
identified by me through competent evidence of identity:
to be the same persons described in the foregoing instrument, who acknowledged before me that
their signatures on the instrument were voluntarily affixed by them for the purposes stated
therein, and who declared to me that they executed the instrument as their free and voluntary
act and deed as well as the free and voluntary act and deed of the principals represented therein.
This instrument consisting of ten eight (108) pages, including this page on which this
acknowledgment is written is signed on each and every page thereof by the parties Parties and
their instrumental witnesses and sealed with my notarial seal.
WITNESS MY HAND AND SEAL on the date and at the place first above-written.
Annex “A”
I. TRAINING CURRICULUM
General Objective:
The training course aims to provide the participants with knowledge, attitude and skills
on community organizing for the partner communities to manage and sustain community-based
programs, putting emphasis on Corporate Social Responsibility (CSR) related activities.
_____________________
Specific Objectives:
a)
b)
1. Corporate Social Responsibility state of development in Philippine rural communities
2. discuss development perspectives and frameworks within the context of current realities
3. explain concepts, principles, purpose and significance of community organizing and
relate this to their work situation
4. describe the roles, functions and characteristics of a community organizer
5. explain the phases of community organizing
6. demonstrate specific community organizing skills
7. develop and implement an action plan on community organizing in their respective
areas
Methodology