CONTRACT

OF
PARTNERSHIP
CALAUNAN | MAUN | VILLANUEVA
 A) DEFINITION
By the contract of partnership two or more persons bind themselves to contribute money,
property, or industry to a common fund, with the intention of dividing the profits among
themselves. Two or more persons may also form a partnership for the exercise of a
profession. (1665a)

ARTICLE 1768. The partnership has a juridical personality separate and distinct from
that of each of the partners.
ARTICLE 1770. A partnership must have a lawful object or purpose, and must be
established for the common benefit or interest of the partners.
B) FUNCTIONS
 C) PARTIES AND
OBLIGATION

NATIONAL GRID CORPORATION OF THE PHILIPPINES and CHINA CAMC ENGINEERING CO. LTD.
Obligation of NGCP:
In exchange for the services of the China CAMC Engineering, NGCP shall pay 13,655,361.98 dollars (Off-shore Portion)
and 256,095,051.70 (On-shore Portion)
Obligation of CHINA CAMC ENGINEERING:
China CAMC Engineering shall provide all labor, materials, equipment and other incidental required of the bidding
documents.
D) DESCRIPTION OF
CONTRACT
 D) DESCRIPTION OF
CONTRACT
• The China CAMC Engineering shall provide all labor, materials, equipment and
other incidental required of the bidding documents.

• The 1st Phase should be completed within 210 calendar days

• The 2nd Phase should be completed within 600 calendar days

• In exchange for the services of the China CAMC Engineering, NGCP shall pay
13,655,361.98 dollars (Off-shore Portion) and 256,095,051.70 (On-shore Portion)
 E) ELEMENTS OF
CONTRACT
NATIONAL GRID CORPORATION OF THE PHILIPPINES

CONSENT
• Both parties gave their consent upon signing the contract on November 24, 2021
 E) ELEMENTS OF
CONTRACT

OBJECT
• NGCP has an obligation to pay China CAMC Engineering 13,655,361.98 dollars (Off-shore
Portion) and 256,095,051.70 (On-shore Portion)
 E) ELEMENTS OF
CONTRACT

CAUSE
• NGCP wants the materials and labor for the design, supply, installation, testing and
commissioning of high voltage equipment including secondary devices at single substation.
 E) ELEMENTS OF
CONTRACT
CHINA CAMC ENGINEERING CO. LTD.

CONSENT
• Both parties gave their consent upon signing the contract on November 24, 2021
 E) ELEMENTS OF
CONTRACT

OBJECT
• China CAMC Engineering has an obligation to provide all labor, materials, equipment and
other incidental required for the design, supply, installation, testing and commissioning of
high voltage equipment including secondary devices at single substation
 E) ELEMENTS OF
CONTRACT

CAUSE
• To gain revenue/income
 F) Can you identify and pinpoint the different kinds of
obligations on your sample contracts?
Present/Pinpoint them and classify them accordingly

REAL OBLIGATION
• Obligation to give specific determinate thing

REAL OBLIGATION
• Obligation to give a generic thing

PERSONAL OBLIGATION
• Positive Obligation / Obligation to do

RECIPROCAL OBLIGATION
• The performance of one is designed to be the equivalent and the condition for the
performance of the other.
G) Legal Implications and Other Relevant Need to
Know

Warranty - performance and

warranty securities were
presented in article VIII ; 
Insurance - Article IX of the
contract
 G) Legal Implications and Other Relevant Need to
Know
ARTICLE 1785. When a partnership for a fixed term or particular undertaking is
continued after the termination of such term or particular undertaking without any express
agreement, the rights and duties of the partners remain the same as they were at such
termination, so far as is consistent with a partnership at will.

A continuation of the business by the partners or such of them as habitually acted therein
during the term, without any settlement or liquidation of the partnership affairs, is prima
facie evidence of a continuation of the partnership. (n)
 COMPARE AND CONTRAST EACH
CONTRACT
REVIEW THE DIFFERENCES AND
● Absolute Deed of Sale vsEFFECTS OF AN:
Conditional Deed of Sale
● Contract of Sale vs. Contract to Sell
● Conditional Sale vs. Contract to Sell

Highlight provisions unique to each contract that makes it different

from other contracts of sale.
 ABSOLUTE DEED OF SALE
VS
CONDITIONAL DEED OF SALE

 
An "Absolute sale" deed is defined as having no conditions attached to the sale except the buyer's
payment of the purchase price. When a deed of sale is issued, it means that both parties have satisfied the
conditions of the contract to sell, and a transfer certificate will be issued from the seller to the buyer
 
In a “Conditional sale” as in a contract to sell, ownership remains with the vendor and does not pass to
the vendee until full payment of the purchase price. The full payment of the purchase price partakes of a
suspensive condition, and non-fulfillment of the condition prevents the obligation to sell from arising.

• It will be a Deed of Absolute Sale if full payment is made and there is immediate transfer of
ownership. On the other hand, it will be a Deed of Conditional Sale if payment will be made in
installments or there is some condition before transfer of full ownership.
 CONTRACT OF SALE
VS
CONTRACT TO SELL
A “Contract to Sell” is an agreement between a buyer and a seller whereby the seller promises to sell
something to the buyer and the buyer promises to buy it. But generally, in this kind of contract, there are
conditions to be complied with by one or both of the parties. And the transfer of ownership will only
happen when those conditions are met.
 
A “Contract of Sale” is an agreement between a buyer and a seller whereby the seller agrees to give or
deliver something to the buyer for a certain price which the buyer agrees to pay. In contracts like this,
when the buyer pays and the seller delivers, the transfer of ownership is also done at the same time.

• Ownership in contracts to sell is reserved by the vendor and is not to pass to the vendee until full
payment of the purchase price, while in contracts of sale, title to the property passess to the vendee
upon the delivery of the thing sold.
 CONDITIONAL SALE
VS
CONTRACT TO SELL
In a “Conditional sales agreement”, a buyer takes possession of an asset, but its title and right of
repossession remain with the seller until the purchase price is fully paid. The full payment of the
purchase price partakes of a suspensive condition, and non-fulfillment of the condition prevents the
obligation to sell from arising.
 
A “Contract to Sell” is an agreement between a buyer and a seller whereby the seller promises to sell
something to the buyer and the buyer promises to buy it. But generally, in this kind of contract, there are
conditions to be complied with by one or both of the parties. And the transfer of ownership will only
happen when those conditions are met.

• In a contract of conditional sale, the buyer automatically acquires the title to the real estate property
upon full payment of the purchase price. Meanwhile, in a contract to sell, the transfer of title to the
prospective buyer is not done automatically.
THANK
YOU