DraftMOA_version_1.

1 MEMORANDUM OF AGREEMENT
2
3 KNOW ALL PERSONS BY THESE PRESENTS:
4

5 This Memorandum of Agreement (MOA) entered this _____ day of

6 __________________ 2024 by and among:
7
8 The DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES -
9 WATER RESOURCES MANAGEMENT OFFICE, a government office duly organized and
10 existing under and by virtue of Executive Order No. 22, series of 2023, with principal office
11 address located at DENR Central Office, Visayas Avenue, Quezon City, Metro Manila,
12 Philippines, represented by its Interim Supervising Undersecretary, DR. CARLOS PRIMO C.
13 DAVID, and hereinafter referred to as “DENR-WRMO”
14
15 - and -
16
17 ECOSYSTEMS RESEARCH AND DEVELOPMENT BUREAU, a Staff Bureau
18 under the DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES (DENR)
19 created pursuant to Executive Order 192, series of 1987 with main office in College, Los Banos,
20 Laguna, Philippines, represented by its Director, MARIA LOURDES G. FERRER, CESO III,
21 herein referred to as the “DENR – ERDB”;
22
23 - and -
24
25 The DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES –
26 CORDILLERA ADMINISTRATIVE REGION, created pursuant to Executive Order 192,
27 series of 1987, with principal office address located at DENR Compound, Gibraltar, Baguio
28 City, Philippines, represented by its Regional Executive Director, ENGR. PAQUITO T.
29 MORENO, JR., and hereinafter referred to as “DENR-CAR”
30
31 - and -
32
33 BASES CONVERSION AND DEVELOPMENT AUTHORITY, a government
34 corporation created by Republic Act No. 727, holding office at BCDA Corporate Center, 2/F
35 Bonifacio Technology Center, 31st Street corner 2nd Avenue, Bonifacio Global City, Taguig,
36 Metro Manila, Philippines, represented by its President and Chief Executive Officer, JOSHUA
37 M. BINGCANG, herein referred to as the “BCDA”;
38
39 - and -
40

41 JOHN HAY MANAGEMENT CORPORATION, a corporation duly organized and

42 existing under the laws of the Republic of the Philippines, registered under SEC No. ASO
43 9304886, with principal address at John Hay Special Economic Zone, Loakan Road, Baguio
44 City, Philippines, represented by its President and Chief Executive Officer, ALLAN R.
45 GARCIA, herein referred to as the “JHMC”;
46
47 - and -
48

49 THE CITY GOVERNMENT OF BAGUIO, a local government unit exercising powers

50 in accordance with the Local Government Code of 1991, with office address at Baguio City Hall,
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51 Barangay Rizal Monument, Baguio City, Philippines, represented by its City Mayor, HON.
52 BENJAMIN B. MAGALONG, herein referred to as the “CGB”;
53
54 - and -
55
56 BAGUIO WATER DISTRICT, a Government Instrumentality exercising Corporate
57 Powers, existing and dully organized in accordance with Presidential Decree (PD) No. 198 as
58 amended, with office address at 003 Utility Road, Barangay Marcoville, Baguio City,
59 Philippines, represented by its General Manager, ENGR. SALVADOR M. ROYECA, herein
60 referred to as the “BWD”;
61

62 WITNESSETH, THAT:
63
64 WHEREAS, the DENR, by virtue of Executive Order 192, is the primary agency
65 responsible for the conservation, management, development, and proper use of the country’s
66 environment and natural resources, specifically, forest and grazing lands, mineral resources,
67 including those in reservation and watershed areas, and lands of the public domain, as well as the
68 licensing and regulation of all natural resources as may be provided for by law in order to ensure
69 equitable sharing of the benefits derived therefrom for the welfare of the present and future
70 generation of Filipinos;
71
72 WHEREAS, the DENR-WRMO was created by virtue of Executive Order 22 (s 2023),
73 as the apex government body tasked to harmonize all policies, projects, and programs of all
74 government agencies in the water resources sector to ensure the availability and sustainable
75 management of water resources in the country;
76
77 WHEREAS, the DENR-ERDB, as the research arm of the DENR, is mandated to
78 generate technologies and provide technical assistance relevant to its research and development
79 outputs for the sustainable development and management of the Philippine ecosystems;
80
81 WHEREAS, the DENR-ERDB has six (6) research centers created pursuant to
82 Executive Order No. 366, series of 2005, among which is the Watershed and Water Resources
83 Research, Development and Extension Center (WWRRDEC), responsible for the formulation
84 and implementation of Research, Development, and Extension (RDE) on watersheds and water
85 resources in the country, including special projects related to environment and natural resources;
86
87 WHEREAS, the DENR-CAR, is the primary government agency which has
88 administrative and management jurisdiction over in Cordillera Administrative Region to lead the
89 conservation, management, development, and proper use of the country’s environment and
90 natural resources;
91
92 WHEREAS, the BCDA is mandated under Republic Act No 7227, as amended by
93 Republic Act No. 7917, to accelerate the sound and balanced conversion into alternative
94 productive uses of the military reservations and their extensions such as Camp John Hay, to raise
95 funds and to apply said funds for the development and conversion into alternative productive
96 uses of these properties;
97
98 WHEREAS, pursuant to Republic Act No 7227 and Proclamation. 199 (s 1993), the
99 John Hay Air Station was transferred to BCDA and was declared to be an area for tourism,
100 human resource development center, and multiple-use forest watershed reservation;
101
102 WHEREAS, the JHMC formerly known as John Hay Poro Point Development
103 Corporation, was established pursuant to Section 15 of Republic Act No 7227 as the subsidiary
104 and implementing arm of BCDA;
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105
106 WHEREAS, the JHMC as the implementing arm of BCDA is vested with the authority
107 to, among others, plan and manage the area contained within the John Hay Forest Watershed
108 Reservation;
109
110 WHEREAS, the BWD is mandated to acquire, install, improve, maintain, and operate
111 the water supply and distribution system of the City of Baguio;
112
113 WHEREAS, the CGB, a highly urbanized city, is deeply concerned of environmental
114 integrity and sustainable development, recognize the pivotal role of water on the different aspects
115 of socio-economic and environmental governance;
116
117 WHEREAS, the CGB, is identified as one of the highly urbanized water-stressed cities
118 in the Philippines that will most likely experience severe water shortage by 2025;
119
120 WHEREAS, with the potential of John Hay Forest Watershed Reservation as an
121 alternative source of water in some areas in CGB, the implementation of project on surface water
122 harvesting technology within JHMC is very essential and highly needed;
123
124 WHEREAS, the intended beneficiaries of the project are the CGB barangays within
125 John Hay Forest Watershed Reservation including JHMC and ERDB-WWRRDEC;
126
127 WHEREAS, in order to be able to effectively manage the CGB water resources,
128 collaboration, and agreements need to be forged to maximize the beneficial use of water
129 resources through surface water harvesting;
130
131 NOW THEREFORE, for and in consideration of the foregoing premises and the mutual
132 covenants and stipulations hereinafter set forth, the PARTIES hereby agree as follows:
133
134 I. OBJECTIVES
135
136 a) To formalize the cooperation and productive collaboration among DENR-WRMO,
137 DENR-ERDB, DENR-CAR, BCDA, JHMC, CGB, and BWD in the implementation
138 of the project titled “Development of Surface Run-off Water Harvesting Technology
139 (SWHT) in Camp John Hay Catchment Areas” to partially address the water shortage
140 in the City of Baguio; particularly described in the project document hereto attached as
141 Annex A.
142
143 II. ROLES AND RESPONSIBILITIES OF THE PARTIES
144
145 1. The DENR-WRMO shall:
146
147 a) Provide overall supervision and oversight in the implementation of the Project;
148 b) Provide funding, subject to availability, for the installation of SWHT in the John
149 Hay Forest Watershed Reservation;
150 c) Extend technical assistance to the PARTIES in the development, operation,
151 maintenance and sustainability of the SWHT; and
152 d) Monitor and evaluate the Project implementation.
153
154 2. The DENR-ERDB shall:
155
156 a) Provide an adequate and efficient administrative support, and management system
157 necessary for the implementation of the Project;
158 b) Undertake and lead the implementation of all project activities necessary to
159 achieving Project Output as identified under the Project Document;
160 c) Coordinate with the appropriate stakeholders and instrumentalities, as well as the
161 communities surrounding the Project sites;
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162 d) Ensure the equitable distribution and sharing of harvested water derived from the
163 Project among the identified beneficiaries;
164 e) Monitor and supervise the implementation of the Project; and
165 f) Provide quarterly and periodic written Progress Reports inclusive of physical and
166 financial updates on the Project to all parties.
167
168 3. The DENR-CAR shall:
169
170 a) Provide adequate and efficient administrative support necessary for the
171 implementation of the Project;
172 b) Assist DENR-ERDB in the acquisition, processing and approval of necessary
173 documents and permits that may be required for the installation and construction
174 of SWHT;
175 c) Assist the DENR-ERDB in the implementation of the Project; and
176 d) Assist DENR-WRMO in the monitoring and supervision of the Project.
177
178 4. The BCDA through JHMC shall:
179
180 a) Provide necessary support to DENR-ERDB in the conduct of research such as:
181 - Coordination to stakeholders
182 - Provisioning of necessary documents that may be required for the
183 installation and construction of SWHT;
184 -Manpower support;
185 -Site visit, assessment, identification, and installation of SWHT facilities;
186 -Site accessibility, security and safety support; and
187 -Data gathering.
188 b) Provide counterpart funding for the installation of SWHT in John Hay Forest
189 Watershed Reservation within the agreed time frame;
190 c) Assist in the monitoring of the progress of the Project and send representatives for
191 field visits/inspections, as may be necessary; and
192 d) Protect, and assume the cost for the troubleshooting, repair and maintenance of
193 the SWHT facilities once turned over to them by the DENR-WRMO and DENR-
194 ERDB.
195
196 5. The CGB shall:
197
198 a) Provide access to relevant city data and information needed in the project;
199 b) Facilitate the processing and approval of necessary documents and permits that
200 may be required for the installation and construction of SWHT facilities, and
201 distribution of harvested surface water;
202 c) Provide counterpart funding for the repair and maintenance of the installed and
203 constructed SWHT facilities; and
204 d) Provide necessary support to JHMC once the SWHT facilities are turned over by
205 the DENR-WRMO and DENR-ERDB.
206
207 6. The BWD shall:
208
209 a) Extend technical and financial assistance to DENR-ERDB on the design,
210 maintenance, and protection of the SWHT facilities and distribution of harvested
211 surface water;
212 b) Assist DENR-ERDB in the processing and approval of necessary documents and
213 permits that may be required for the installation and construction of SWHT
214 facilities;
215 c) Provide counterpart funding for the installation of pipelines to distribute harvested
216 water from SWHT facilities to its beneficiaries; and
217 d) Maintain the SWHT pipeline facilities once turned over by the DENR-WRMO
218 and DENR-ERDB to JHMC.
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219 e) Utilize the raw water produced as part of Baguio City’s water supply.
220
221 III. DURATION
222
223 The project shall be for a period of ________.
224
225 IV. FUNDING
226
227 V. DISPUTE RESOLUTION
228
229 In case of disputes arising out of or in connection with MOA, the PARTIES shall exert
230 their best efforts to settle the same. In case of failure, the Parties shall observe the
231 applicable dispute resolution provisions of the Administrative Code (EO No. 292, Series
232 of 1987).
233
234 VI. TERMINATION OF THE MOA
235
236 This Agreement may be terminated by either PARTY upon serving of written notice to
237 the other PARTY 30 days prior to the proposed date of termination, provided the said
238 written notice shall contain full justification of termination.
239
240 VII. AMENDMENTS
241
242 The terms and conditions of this Agreement may be amended by either PARTY upon the
243 serving of written notice by one PARTY upon the other PARTY 30 days prior to the
244 effective date of the proposed amendment and the acceptance in writing of the other
245 PARTY to the proposal.
246
247 VIII. EFFECTIVITY
248
249 This agreement shall take effect immediately upon signing hereof by both PARTIES and
250 shall remain in force until terminated in accordance with the provisions on termination
251 above.
252
253 IX. INTELLECTUAL PROPERTY
254
255 a. The Parties shall keep the Intellectual Property Rights (IPR) intents (e.g.,
256 copyright or utility model applications) that may be obtained from the results of
257 the Project;
258
259 b. Any Party shall be free to publish, either in local or international journals,
260 technical information/ technologies generated from this cooperative undertaking
261 provided due acknowledgment to the other Parties are made in the document;
262
263 c. Any technology developed, or information generated from this Project shall be
264 jointly owned by the Parties in accordance with Republic Act No. 10055
265 otherwise known as the “Philippine Technology Transfer Act of 2009”.
266
267 X. MISCELLANEOUS
268
269 a. COORDINATION MEETINGS. The Parties agree to meet as needed to ensure that this
270 Agreement is implemented in a timely and efficient manner.
271
272 b. REPRESENTATIONS AND WARRANTIES. The Parties represent and warrant that
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273 they each have the requisite capacity to enter into and perform all the undertakings and
274 transactions provided herein and that they each have acquired the necessary government
275 approvals and material consents from third parties, if any, required for the execution and
276 delivery of this Agreement.
277 c. CONFIDENTIALITY. Each Party shall not divulge the output of the project to anybody
278 without the written consent of the other Party.
279 d. AMENDMENT OF THE AGREEMENT. The Parties herein shall not be precluded
280 from amending this Agreement during the period of its validity upon the request of either
281 of them on such terms and conditions as may be mutually agreed upon. Such
282 modifications must be reduced in writing and signed by all of the Parties.
283 e. MERGER AND SEVERABILITY. The Agreement shall contain the entire agreement
284 and understanding between the parties with respect to the subject matter therein. If a
285 court of competent jurisdiction determines any portion of the Agreement to be invalid,
286 such portion only shall be severed and the remaining portions of the Agreement shall
287 remain in effect.
288 f. ASSIGNMENT OF RIGHTS. Neither of the Parties may assign, transfer, convey nor
289 otherwise transfer or dispose of its rights, title, interest in, or its duty to perform or
290 supervise the performance of any of its obligations hereunder, to any other person,
291 company, corporation or entity, without the prior written approval of the other Parties.
292 Any consent given by a Party to any assignment or transfer, or partial assignment or
293 transfer, of the Agreement or of rights or obligations hereunder, shall not imply a
294 willingness on the part of the other Party to give any subsequent or other consent, nor
295 stop the other Party from refusing same; nor shall any such consent confer upon any
296 assignee or transferee any right to assign or transfer any rights conferred upon such
297 transferee.
298 g. NON-WAIVER OF RIGHTS. Any delay in the enforcement by a party hereto of its
299 rights under this Agreement or any repetition of delay in the enforcement of any such
300 rights shall not in any manner be construed as a waiver thereof. The other party and,
301 where relevant, its contractor/s and/or subcontractor/s agree that such rights could be
302 asserted or enforced against it anytime, without need of prior notice.
303 h. INDEMNITY. Each Party shall indemnify, defend and hold harmless the other Party
304 and the other Party’s directors, officers, employees, and agents, assigns, and successors in
305 interest, from and against any and all loss, liability, damage, claim, cost, charge, demand,
306 fine, penalty or expense of any kind or nature (including direct, indirect, or consequential
307 loss, damage, claim, cost, charge, demand, or expense, including attorneys’ fees
308 (including costs of in-house counsel) and other costs of litigation, arbitration or
309 mediation), arising out of or in connection with a Party’s failure to observe the diligence
310 required in the performance of its obligations.
311 i. WAIVER OF LIABILITY. Neither Party shall be liable in any way for the failure to
312 observe or perform any provisions of this Agreement if such failures shall be caused by
313 any law, rule, or regulation or a valid order of a court or other governmental authority
314 with competent jurisdiction.
315
316 j. INCORPORATIONS BY REFERENCE. Any annex attached to this Agreement shall
317 be incorporated by reference and shall be considered to be a part of the Agreement as if
318 fully rewritten therein. Should any conflict arise between any annex and the Agreement,
319 the terms of the Agreement shall supersede the contents of any annex.
320 k. SIGNING IN COUNTERPARTS. This Agreement may be executed in any number of
321 counterparts, whether executed on paper or electronically, each of which when so
322 executed and delivered will be deemed an original, but all such counterparts together will
323 constitute but one and the same Agreement.
324
325
326 IN WITNESS WHEREOF, the PARTIES hereunto affixed their respective signatures this ___
327 day of _________________, 2024 at ____________________________________
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328
329
DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES
WATER RESOURCES MANAGEMENT OFFICE

Represented by:

DR. CARLOS PRIMO S. DAVID

Interim Supervising Undersecretary

ECOSYSTEMS RESEARCH AND CORDILLERA ADMINISTRATIVE

DEVELOPMENT BUREAU REGION

Represented by: Represented by:

MARIA LOURDES G. FERRER, CESO III ENGR. PAQUITO T. MORENO, JR.

Director Regional Executive Director

BASES CONVERSION AND JOHN HAY MANAGEMENT

DEVELOPMENT AUTHORITY CORPORATION

Represented by: Represented by:

JOSHUA M. BINGCANG, ALLAN R. GARCIA

President and Chief Executive Officer President and Chief Executive Officer

THE CITY GOVERNMENT OF BAGUIO BAGUIO WATER DISTRICT

Represented by: Represented by:

HON. BENJAMIN B. MAGALONG ENGR. SALVADOR M. ROYECA

City Mayor General Manager

330 SIGNED IN THE PRESENCE OF:

331
332
XXXXXXXX
DENR-WRMO

HELEN A. MADDUMBA XXXXXXXX

ERDB- WWRRDEC, Center Head DENR-CAR
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XXXXXXXX XXXXXXXXX
Bases Conversion and Development John Hay Management Corporation
Authority

XXXXXXXXX XXXXXXXXXX
City Government of Baguio Baguio Water District

333
334
335 ACKNOWLEDGMENT
336
337
338 REPUBLIC OF THE PHILIPPINES)
339 CITY OF _____________________)S.S
340 x--------------------------------------------x
341
342 BEFORE ME, a Notary Public for and in ___________, this ___ day of _________,
343 personally appeared the following persons exhibiting to me their valid identification/documents
344 issued by an official agency bearing their photographs and signatures

Name Passport No. Date of Issue Place of Issue

345
346 known and identified by me through competent evidence of identity, presented this
347 integrally complete instrument, and represented to me that the signatures on the instruments are
348 voluntarily affixed by them for the purpose stated, declaring that they have executed the
349 instrument as their free and voluntary act and deed.
350
351 This instrument refers to a Memorandum of Agreement consisting of six (6) pages
352 including this page on which this Acknowledgment is written and has been signed by the parties
353 and their instrumental witnesses on each and every page.
354
355 WITNESS MY HAND AND SEAL
356
357 Doc. No. _____;
358 Page No. ____;
359 Book No. ____;
360 Series 2024.
361