Archived - Standard Acquisition Clauses and Conditions Manual - K - General Conditions - Modifications
Version: 06-2023
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Table of contents
General Conditions - Modifications
K0000D
2005-12-16CancelledK0000DARCHIVED Conditions
Remarks – Recommended Use of SACC Item
Use the following clause in bid solicitations and contracts in conjunction with clauses A0000C and A0000T, OR with M0000C, M0000T and M0100D, as appropriate.
Legal text for SACC item
[**Insert the date of the applicable general conditions and supplemental general conditions. Delete those conditions that do not apply.**] General conditions 1026A (_____), Supplies - Firm Price 1026B (_____), Supplies - Cost Reimbursement 1031-2 (_____), Contract Cost Principles 1034 (_____), Construction - Fixed Price and Unit Prices 2010 (_____), General Conditions - Goods or Services (Medium Complexity) 2029 (_____), General Conditions - Goods or Services (Low Dollar Value) 9601 (_____), General Conditions - Long Form 9624 (_____), General Conditions - Research & Development 9676 (_____), General Conditions - Services CCC-50 (_____), Canadian Commercial Corporation TRA-95 (_____), Translation Supplemental general conditions 1028 (_____), Ship Construction - Firm Price 1029 (_____), Ship Repairs 1033 (_____), Shipbuilding - Cost Reimbursement 1036 (_____), Research and Development 9601-1 (_____), Hardware Purchase or Lease 9601-2 (_____), Software Development/Modification Services 9601-3 (_____), Systems Integration 9601-4 (_____), Licensed Software 9601-5 (_____), Support Services for Licensed Software 9601-6 (_____), Contractor to Own Intellectual Property Rights in Foreground Information 9601-7 (_____), Canada to Own Intellectual Property Rights in Foreground Information LAB-180 (_____), Labour Conditions - Fair Wages and Hours of Labour LAB-180B (_____), Labour Conditions
2005-06-10SupersededK0000DARCHIVED Conditions
2004-05-14SupersededK0000DARCHIVED Conditions
2003-05-30SupersededK0000DARCHIVED Conditions
2001-05-25SupersededK0000DARCHIVED Conditions
2000-12-01SupersededK0000DARCHIVED Conditions
1999-06-21SupersededK0000DARCHIVED Conditions
1996-10-30SupersededK0000DARCHIVED Conditions
1994-01-04SupersededK0000DARCHIVED Conditions
1993-10-29SupersededK0000DARCHIVED Conditions
K0005C
2004-12-10CancelledK0005CARCHIVED Supplemental General Conditions 1029
Remarks – Recommended Use of SACC Item
Use the following clause in degaussing contracts.
Legal text for SACC item
Supplemental general conditions 1029 shall form part of this Contract, except: 1. Delete paragraph (g) of Section 09 and substitute the following "9. (g) Canada shall not be liable for any loss or damage to the vessel, the Work of any part thereof. Canada shall not be liable for any injury, including injuries resulting in death, to any person(s). Canada shall not be liable for damage to any property. The Contractor shall indemnify and save harmless Canada against and from all loss, cost, damages, and expenses arising from claims for such loss, damages or injuries." 2. Delete Section 10.
1991-06-01SupersededK0005CARCHIVED Supplemental General Conditions, DSS-MAS 1029
K0012C
1995-03-31SupersededK0012CARCHIVED Order of Precedence
Remarks – Recommended Use of SACC Item
When used in a standing offer, contracting officers are to delete the reference to the "Contractor's offer" and insert "Offeror's offer". This list should be amended according to each situation.
Legal text for SACC item
1. In the event of any conflict between the wording of one document and the wording of any other document which appears on the list, the wording of the document which first appears on the list shall prevail over the wording of any document listed later: (a) the written agreement between the parties (b) General Conditions (insert title and number) (c) ________ (d) ________ 2. Last - the Contractor's offer (DATE OF OFFER _____).
1991-06-01SupersededK0012CARCHIVED Priority of Documents
K0013C
2023-06-08ActiveK0013CDisclosure Certification
Remarks – Recommended Use of SACC Item
Use the following clause in conjunction with general conditions 2040 or supplemental general conditions 4006 or 4007 , when the contractor must provide a certification of disclosure on completion of the work.
When used in conjunction with general conditions 2040 , insert: "section 28 of general conditions 2040 ".
When used in conjunction with supplemental general conditions 4006 or 4007 , insert: "section 02 of supplemental general conditions 4006 or 4007 ".
Legal text for SACC item
On completion of the Work, the Contractor must submit to the _________ (insert "Technical Authority" or "Project Authority") and to the Contracting Authority a copy of the Disclosure Certification attached as Annex "_____" (insert the applicable annex) stating that all applicable disclosures were submitted or that there were no disclosures to submit under ________ (insert applicable section).
2010-08-16SupersededK0013CARCHIVED Disclosure Certification
2008-05-12SupersededK0013CARCHIVED Disclosure Certification
2004-12-10SupersededK0013CARCHIVED Disclosure Certification
2004-05-14SupersededK0013CARCHIVED Disclosure Certification
1997-09-25SupersededK0013CARCHIVED Disclosure Certification
1994-01-04SupersededK0013CARCHIVED Disclosures Certification
1991-06-01SupersededK0013CARCHIVED Disclosures Certification
K0014C
1991-06-01SupersededK0014CARCHIVED Disclosures Certification
Remarks – Recommended Use of SACC Item
Use the following clause in all Science contracts which incorporate General Conditions - Universities and Other Institutions, DSS-MAS 1053.
Legal text for SACC item
On completion of the Work under this Contract, the Contractor shall submit a certification to the Scientific Authority and the Science Contracting Officer stating that all applicable disclosures were submitted or that there were no disclosures to submit under section 7 of General Conditions - Universities and Other Institutions, DSS-MAS 1053. A copy of a Disclosures Certification is attached as Annex "___."
K0015C
1991-06-01CancelledK0015CARCHIVED General Conditions, DSS-MAS 1053
Remarks – Recommended Use of SACC Item
Use the following clause in all Science contracts awarded to Canadian universities, affiliated institutions and colleges, that cover "Research and Development" work.
Legal text for SACC item
The terms and conditions of General Conditions DSS-MAS 1053, Universities and Other Institutions, with the following modifications, shall apply to and form part of this Contract. Section 01, Interpretation, subsection 1. is hereby supplemented by adding the following paragraph: "Canada", "Crown", or "Her Majesty" mean Her Majesty the Queen in right of Canada; Section 05, Crown Property, subsection 3. is hereby amended by deleting the words "fire or".
K0016C
1997-09-15CancelledK0016CARCHIVED Modifications to DSS-MAS 1053
Remarks – Recommended Use of SACC Item
The following clause may be used in contracts issued to Canadian universities, affiliated institutions and colleges when it is necessary to amend Section No. 6, Publication Rights, subsection (3), of DSS-MAS 1053.
Legal text for SACC item
Section No. 6, Publication Rights, subsection (3), of the General Conditions forming part of this Contract is hereby deleted and the following substituted therefor: (3) (a) Subject to the following conditions, the Contractor shall be granted a royalty-free, non-exclusive right and licence to publish and to have published during the course of normal dissemination of the knowledge in the subject field, the copyright work. (b) During the performance of the Contract and for a period of one (1) year from the submission by the Contractor of the final report to the Technical Authority, the Contractor shall submit to the Technical Authority, for review, all manuscripts for publication in scientific journals or the like, all abstracts of oral presentations, and other proposed publication of the copyright work described in this Contract. The Technical Authority shall complete the examination as expeditiously as possible within two (2) months from its receipt of the manuscript, abstract or other proposed release. (c) If the Technical Authority determines that any manuscript, abstract or other proposed release contains Department of National Defence classified material emanating from that Department, or material which is proprietary to Canada pursuant to subsection 7(2) of General Conditions, DSS-MAS 1053, the Technical Authority shall have the right to require the Contractor to redraft the relevant sections of the manuscript, abstract or other proposed publication by deleting such classified or proprietary material prior to its release.
1991-06-01SupersededK0016CARCHIVED Modifications to DSS-MAS 1053
K0017C
1999-06-21CancelledK0017CARCHIVED General Conditions, DSS-MAS 9624
Remarks – Recommended Use of SACC Item
Use the following clause in research and development contracts.
Legal text for SACC item
1. General Conditions DSS-MAS 9624, Research and Development, with the following modifications, shall apply to and form part of this Contract. 2. Section 07, Subcontracting, is hereby supplemented by adding the following sentence to subsection 1.: "For work requiring consent, should the Contractor propose to solicit bids from other than Canadian sources, the Contractor shall obtain the written consent of the Minister prior to solicitation."
1994-01-04SupersededK0017CARCHIVED General Conditions, DSS-MAS 9624
1991-06-01SupersededK0017CARCHIVED General Conditions, DSS-MAS 9224
K0018C
1991-06-01CancelledK0018CARCHIVED General Conditions, DSS-MAS 9076
Remarks – Recommended Use of SACC Item
Use the following clause in all science-related contracts that cover commercially available services that do not include any research elements or would result in any new technology, invention or process being developed. An example would be analytical laboratory services.
Legal text for SACC item
General Conditions - Services, DSS-MAS 9076, with the following modifications,shall apply to and form part of this Contract. Section 1 - Interpretation, in subsection (1) add the following paragraph: (h) "Canada", "Crown", or "Her Majesty" mean Her Majesty the Queen in right of Canada.
K0019C
1991-06-01CancelledK0019CARCHIVED Taxes, Provincial Gallonage
Remarks – Recommended Use of SACC Item
Legal text for SACC item
PART B, CONDITIONS, OF THE STANDARD INSTRUCTIONS AND CONDITIONS, IS AMENDED TO INCLUDE THE FOLLOWING: "PROVINCIAL GALLONAGE TAXES ON LIQUID FUELS ARE TO BE CHARGED IN BRITISH COLUMBIA" IT IS THE RESPONSIBILITY OF THE SUPPLIER TO SHOW THE APPLICABLE TAX AS A SEPARATE ITEM ON THE INVOICE(S) ISSUED AS A RESULT OF PERFORMANCE UNDER CONTRACTS/STANDING OFFERS.
K0020D
1992-08-01CancelledK0020DARCHIVED Air Charter Conditions
Remarks – Recommended Use of SACC Item
Legal text for SACC item
Air Charter Conditions, a copy of which the Carrier hereby acknowledges to have received and read, shall form part of and be incorporated into the contract as if set out in full therein, and the rights and obligations of the Parties shall be interpreted in accordance with and governed by the said Air Charter Conditions. The Air Charter Conditions have been revised January 92. Copy attached.
1992-01-31SupersededK0020DARCHIVED Air Charter Conditions
K0021D
1992-08-01SupersededK0021DARCHIVED Air Charter Conditions
Remarks – Recommended Use of SACC Item
Legal text for SACC item
Air Charter Conditions, a copy of which the Carrier hereby acknowledges to have received and read, shall form part of this Standing Offer and shall be incorporated into and form part of any and all authorized call-up(s) made against this Standing Offer, and the rights and obligations of the Parties shall be interpreted in accordance with and governed by the said Air Charter Conditions. The Air Charter Conditions have been revised January 92. Copy attached.
1992-01-31SupersededK0021DARCHIVED Air Charter Conditions
K0022C
2015-02-25ActiveK0022CCancellation of Flights
Remarks – Recommended Use of SACC Item
Use the following clause in contracts for air charters when the contractor has submitted to Canada a cancellation policy acceptable to Canada.
Legal text for SACC item
Section 30 of general conditions 2035 is amended by adding the following subsection:
If the Contractor has submitted to Canada a cancellation policy that is acceptable to Canada, subsection 2 will not apply and the Contractor, as a result of a notice mentioned in subsection 1, will be paid cancellation cost in accordance with the provisions of the Contractor's cancellation policy.
2011-05-16SupersededK0022CARCHIVED Cancellation of Flights
2008-05-12SupersededK0022CARCHIVED Cancellation of Flights
2004-12-10SupersededK0022CARCHIVED Cancellation of Flights
1994-01-04SupersededK0022CARCHIVED Cancellation of Flights
1992-08-01SupersededK0022CARCHIVED Cancellation of Flights
1992-01-31SupersededK0022CARCHIVED Cancellation of Flights
K0023C
2005-06-10CancelledK0023CARCHIVED Liability
Remarks – Recommended Use of SACC Item
Use the following clause if none of the general conditions 9601, 9624, 9676 and TRA-95 are being used, to make clear that Canada is only responsible for damage done to the Contractor or its employees if Canada caused that damage.
Legal text for SACC item
Without restricting the terms and conditions of the Contract, it is hereby understood and agreed that, except to the extent caused by or due to Canada, Canada shall not be liable for any losses, claims, damages, or expenses relating to any injury, disease, illness, disability or death of the Contractor or any employee, agent or representative of the Contractor caused or alleged to be caused as a result of performing the Contract. The Contractor agrees to fully protect and indemnify Canada and not to make any claims or demands against Canada in respect of any of the foregoing contingencies.
2004-12-10SupersededK0023CARCHIVED Liability
2004-05-14SupersededK0023CARCHIVED Liability
1995-12-15SupersededK0023CARCHIVED Liability
1994-01-04SupersededK0023CARCHIVED Liability
1992-01-31SupersededK0023CARCHIVED Liability
K0023D
1991-06-01SupersededK0023DARCHIVED Vessels in Commission - Gen. Cond.
Remarks – Recommended Use of SACC Item
Legal text for SACC item
(a) This requirement is considered "defence supplies"; accordingly, the provisions of General Conditions, DSS-MAS 1026A, shall form part of the Contract. (b) In addition to General Conditions, DSS-MAS 1026A, Supplemental General Conditions, DSS-MAS 1029, Ship Repairs (exclusing section 9), will form part of the Contract. (c) Fire Fighting Equipment will be readily accessible and made available should a fire emergency arise, and adequate precautions will be taken when burning or welding is carried out in compartments or other confined areas of the vessel. (d) Responsibility for planning and scheduling of the work will rest with the Contractor, who may be required by the Contracting Authority to present periodic Production Schedules.
K0024D
2004-12-10SupersededK0024DARCHIVED Vessel Unmanned Refits
Remarks – Recommended Use of SACC Item
Legal text for SACC item
1. This requirement is considered "defence supplies"; accordingly, the provisions of general conditions 1026A shall form part of the Contract. 2. In addition to general conditions 1026A, supplemental general conditions 1029 (excluding section 8 and paragraphs (c), (d), and (f) of section 09), will form part of the Contract. 3. Fire Fighting Equipment will be readily accessible and made available should a fire emergency arise, and adequate precautions will be taken when burning or welding is carried out in compartments or other confined areas of the vessel. 4. Responsibility for planning and scheduling of the work will rest with the Contractor, who may be required by the Contracting Authority to present periodic Production Schedules.
1997-09-15SupersededK0024DARCHIVED Vessel Unmanned Refits
1991-06-01SupersededK0024DARCHIVED Vessel out of Commission - Gen. Cond.
K0025T
1992-08-01SupersededK0025TARCHIVED Contractual Obligation
Remarks – Recommended Use of SACC Item
Legal text for SACC item
The Supplier offers to provide to the Departments and Agencies of the Government of Canada and herein after referred to as the Consignee, upon the terms and conditions set out herein, as and when the Consignee may require such services and if the Consignee authorizes and orders such services in accordance with the provisions hereof. It is understood and agreed that: a) A contractual obligation will come into force only if there is an authorized Call-Up Against a Standing Offer and only to the extent designated in the call-up; b) this document does not oblige the Consignee to authorize or order any services whatsoever or to spend the estimated expenditure or any monies whatsoever; and c) the Consignee's liability under this Offer shall be limited to the actual amount of services "called-up" within the period specified herein. The Supplier also agrees that the terms and conditions as set out in DSS 9076, form part of this Offer and accordingly are incorporated into and form part of any and all authorized "Call-Up(s) Against A Standing Offer". In the event that the Supplier wishes to withdraw this Offer, it will endeavour to inform DSS with at least thirty (30) days written notice. The Supplier acknowledges that any withdrawal of this Offer will not affect any Call-Ups made prior to the withdrawal.
1992-01-31SupersededK0025TARCHIVED Contractual Obligation
K0026C
2004-12-10CancelledK0026CARCHIVED Priority of Documents
Remarks – Recommended Use of SACC Item
Legal text for SACC item
The documents listed below form part of and are incorporated into this Contract. If there is a discrepancy between the wording of one document and the wording of any other document which appears on the list, the wording of the document which first appears on the list shall prevail over the wording of any document which subsequently appears on the list: (a) these articles of agreement; (b) general conditions 9676; (c) Air Charter Conditions; (d) Appendix "A"; (e) Customer Safety Briefing Confirmation.
1994-01-04SupersededK0026CARCHIVED Priority of Documents
1992-08-01SupersededK0026CARCHIVED Priority of Documents
1992-01-31SupersededK0026CARCHIVED Priority of Documents
K0027C
2010-08-16ActiveK0027CVessel Warranty - Refit and Repair
Remarks – Recommended Use of SACC Item
Use the following clause in marine refit and repair contracts only. It is not intended to be used in marine new construction contracts. The contracting officer must insert the number of days for paint warranty as required.
Legal text for SACC item
The warranty clause of the general conditions forming part of the Contract is deleted and replaced by the following:
"08 Warranty
- The Contractor, if requested by Canada, must replace or repair at its own expense any finished work, excluding Government Issue incorporated in the Work, which becomes defective or which fails to conform to contract requirements as a result of faulty or inefficient manufacture, material or workmanship.
- Despite acceptance of the finished work, and without restricting any other term of the Contract or any condition, warranty or provision imposed by law, the Contractor warrants that the following will be free from all defects and will conform with the requirements of the Contract:
- The painting of the underwater portion of the hull for a period of ______ (insert the number of days as required) days commencing from the date of undocking, except that the Contractor will only be liable to repair and/or replace to a value to be determined as follows:
Original cost to Canada of the underwater painting work, divided by ______ (insert the warranty period as indicated above) days and multiplied by the number of days remaining in the warranty period. The resultant sum would represent the "Dollar Credit" due to Canada from the Contractor.- All other painting work for a period of _______ (insert the number of days as required) days commencing from the date of acceptance of the Work;
- All other items of work for a period of ninety (90) days commencing from the date of acceptance of the Work, except that:
- the warranty on the work related to any system or equipment not immediately placed in continuous use or service will be for a period of ninety (90) days from the date of acceptance of the vessel;
- for all outstanding defects, deviations, and work items listed on the Acceptance Document at Delivery, the warranty will be ninety (90) days from the subsequent date of acceptance for each item.
- The Contractor agrees to pass to Canada, and exercise on behalf of Canada, all warranties on the materials supplied or held by the Contractor which exceed the periods indicated above.
- Refer to Annex "______" for Warranty Defect Claim Procedures and forms."
2007-05-25SupersededK0027CARCHIVED Vessel Warranty - Refit and Repair
K0027D
2003-12-12SupersededK0027DARCHIVED Vessel Warranty - Refit and Repair
Remarks – Recommended Use of SACC Item
Use the following clause in Marine refit and repair contracts only. It is not intended to be used in Marine new construction contracts. The contracting officer may adjust number of days and/or conditions as required.
Legal text for SACC item
General conditions 1026A, Supplies - Firm Price, are hereby amended by replacing section 08, Warranty, by the following: "08 Warranty 1. At the discretion of the Minister, the Contractor will replace or make good at its own expense any finished work, excluding Government Issue incorporated therein, which becomes defective or which fails to conform to contract requirements as a result of faulty or inefficient manufacture, material or workmanship. 2. Notwithstanding prior acceptance of the finished work, and without restricting any other term of the Contract or any condition, warranty or provision implied or imposed by law, the Contractor hereby warrants that the following shall be free from all defects and shall conform with the requirements of the contract: (a) The painting of the underwater portion of the hull for a period of seven hundred and twenty (720) days commencing from the date of undocking, except that the Contractor will only be liable to repair and/or replace to a value to be determined as follows: Original cost to Canada of the underwater painting Work, divided by 720 days and multiplied by the number of days remaining in the warranty period. The resultant would represent the "Dollar Credit" due to Canada from the Contractor. (b) All other painting Work for a period of three hundred and sixty-five (365) days commencing from the date of acceptance of the Work; (c) All other items of Work for a period of ninety (90) days commencing from the date of acceptance of the Work, except that: (i) the warranty on the Work related to any system or equipment not immediately placed in continuous use or service shall extend for a period of ninety (90) days from the date of acceptance of the vessel; (ii) for all outstanding defects, deviations, and Work items listed on the Acceptance Document at Delivery, the Warranty will be ninety (90) days from the subsequent date of acceptance for each item. 3. The Contractor agrees to pass to Canada, and exercise on behalf of Canada, all warranties on the Materials supplied or held by the Contractor which exceed the periods indicated above."
1992-12-01SupersededK0027DARCHIVED Warranty (Vessel) - DND
K0028D
1995-03-31CancelledK0028DARCHIVED Default
Remarks – Recommended Use of SACC Item
Use the following clause in science contracts when General Conditions - Universities and Other Institutions, DSS-MAS 1053, are incorporated into the contract.
Legal text for SACC item
1. If the Contractor is in default in fulfilling any of the terms, conditions, covenants or obligations of the Contract, or has made a false representation or warranty, Canada may, by giving notice in writing to the Contractor, terminate the whole or any part of the Contract. On the giving of such notice, the Contractor shall have no claim for any further payment under the Contract. 2. If after notice of termination of the Contract under the provisions of paragraph 1 of this clause, it is determined by Canada that the default of the Contractor is due to causes beyond the control of the Contractor, such notice of termination shall be deemed to have been issued pursuant to section 9 (Termination) of General Conditions Universities and Other Institutions, DSSMAS 1053, and the rights and obligations of the parties hereto shall be governed by that section. 3. On termination of the Contract under this clause, Canada may require the Contractor to deliver to Canada, in the manner and to the extent directed by Canada, any work which has not been delivered/performed and accepted prior to such termination. Subject to the deduction of any claim which Canada may have against the Contractor arising under the Contract or out of the termination, Canada shall pay the Contractor for all such work delivered/performed pursuant to such direction and accepted by Canada, the cost to the Contractor of such work plus the proportionate part of any profit fixed by the said Contract and shall pay or reimburse the Contractor the reasonable and proper costs to the Contractor of all materials, parts or work in process delivered to Canada pursuant to such direction, but in no event shall the aggregate of the price paid to date of default and any amounts otherwise payable pursuant to this paragraph 3 exceed the total Contract Price.
K0029C
2007-11-30ActiveK0029CWarranty Period
Remarks – Recommended Use of SACC Item
Use the following clause in contracts when the warranty period is to be amended.
Use clause 1 for contracts with general conditions, or use clause 2 for contracts with supplemental general conditions.
Legal text for SACC item
Clause 1
Section ______ of general conditions _________ is amended by replacing the period of ________ (insert the warranty period as stated in the general conditions) by _______ (insert the revised warranty period in terms of "days" or "months").
All other provisions of the warranty section remain in effect.- OR
Clause 2
Section ______ of supplemental general conditions ________ is amended by replacing the period of ______ (insert the warranty period as stated in the supplemental general conditions) by _______ (insert the revised warranty period in terms of "days" or "months").
All other provisions of the warranty section remain in effect.
2007-05-25SupersededK0029CARCHIVED Warranty Period
K0029D
1996-05-01SupersededK0029DARCHIVED Warranty
Remarks – Recommended Use of SACC Item
Legal text for SACC item
For the purpose of the Warranty section of the General Conditions forming part of the Contract, the warranty period shall be 36 months in lieu of 12 months. All other provisions of the Warranty section apply without change.
K0030C
2016-01-28ActiveK0030CWarranty - Modification - General Conditions 2030 or 2040
Remarks – Recommended Use of SACC Item
Use the following clause in contracts when General Conditions 2030 or 2040 are used and the warranty section is to be amended to indicate that the contractor will be responsible for all costs associated with the replacement, repair or making good of the work or any part of the work.
For General Conditions 2010A , use clause K0031C .
Legal text for SACC item
Section 22 entitled Warranty of general conditions _________ (insert 2030 or 2040) is amended by deleting subsections 3 and 4 in its entirety and replacing it with the following:
- The Work or any part of the Work found to be defective or non-conforming will be returned to the Contractor's plant for replacement, repair or making good. However, when in the opinion of Canada it is not expedient to remove the Work from its location, the Contractor must carry out any necessary repair or making good of the Work at that location. In such cases, the Contractor will be responsible for all Costs (including travel and living expenses) incurred in so doing, Canada will not reimburse these Costs.
- The Contractor must pay the transportation cost associated with returning the Work or any part of the Work to the Contractor's plant pursuant to subsection 3. The Contractor must also pay the transportation cost associated with forwarding the replacement or returning the Work or part of the Work when rectified to the delivery point specified in the Contract or to another location directed by Canada.
All other provisions of the warranty section remain in effect.
2014-11-27SupersededK0030CARCHIVED Warranty - Contractor responsible for all costs
2012-07-16SupersededK0030CARCHIVED Warranty - Contractor responsible for all costs
2011-05-16SupersededK0030CARCHIVED Warranty - Contractor responsible for all costs
K0030D
2004-12-10CancelledK0030DARCHIVED Conduct of the Work - Supplemental General Conditions 1036
Remarks – Recommended Use of SACC Item
Use this clause in conjunction with supplemental general conditions 1036.
Legal text for SACC item
The supplemental general conditions 1036, Research and Development, are amended by replacing section 02 in its entirety with the following: "02 Conduct of the Work The Contractor shall a) carry out the Work to the satisfaction of the Project Officer and shall comply with all instructions and directions which may, from time to time, be given by the Minister or the Project Officer with respect to the Work or the conduct or progress thereof. b) ensure the safety of its workers and carry out the Work in a diligent and efficient manner in accordance with established industry practice and laws for the health and safety of workers related to the performance of the Work."
1998-02-16SupersededK0030DARCHIVED Revision of DSS-MAS 1036
K0031C
2016-01-28ActiveK0031CWarranty - Modification - General Conditions 2010A
Remarks – Recommended Use of SACC Item
Use the following clause in contracts when General Conditions 2010A are used and the warranty section is to be amended to indicate that the contractor will be responsible for all costs associated with the replacement, repair or making good of the work or any part of the work.
For General Conditions 2030 or 2040 , use clause K0030C .
Legal text for SACC item
Section 09 entitled Warranty of general conditions 2010A is amended by deleting subsection 2 in its entirety and replacing it with the following:
The Contractor must pay the transportation cost associated with returning the Work or any part of the Work to the Contractor's plant for replacement, repair or making good. The Contractor must also pay the transportation cost associated with forwarding the replacement or returning the Work or part of the Work when rectified to the delivery point specified in the Contract or to another location as directed by Canada. If, in the opinion of Canada, it is not expedient to remove the Work from its location, the Contractor must carry out any necessary repair or making good of the Work at that location. In such cases, the Contractor will be responsible for all Costs (including travel and living expenses) incurred in so doing, Canada will not reimburse these Costs.
All other provisions of the warranty section remain in effect.
2015-02-25SupersededK0031CARCHIVED Warranty - Contractor responsible for all costs
2014-11-27SupersededK0031CARCHIVED Warranty - Contractor responsible for all costs
2011-05-16SupersededK0031CARCHIVED Warranty - Contractor responsible for all costs
K0031D
1998-02-16CancelledK0031DARCHIVED Revision of DSS-MAS 1053
Remarks – Recommended Use of SACC Item
Use this clause in conjunction with DSS-MAS 1053, Universities and other Institutions.
Legal text for SACC item
The General Conditions DSS-MAS 1053, Universities and other Institutions, are amended by deleting section 04 (Conduct of Work) in its entirety and by substituting the following therefor: "04 Conduct of Work 1. The Contractor shall, (a) perform the work promptly; (b) supervise the work to ensure that it is performed efficiently, in conformity with the requirements of the contract and in accordance with the highest standards of professional quality; and (c) use only competent personnel to perform the Work. (d) ensure the safety of its workers and carry out the Work in a diligent and efficient manner in accordance with established industry practice and laws for the health and safety of workers related to the performance of the Work. 2. The Minister shall have access to the work at all reasonable times."
K0032D
2004-12-10SupersededK0032DARCHIVED Vessel Manned Refits
Remarks – Recommended Use of SACC Item
Legal text for SACC item
1. This requirement is considered "defence supplies"; accordingly, the provisions of general conditions 1026A, Supplies - Firm Price, shall form part of the Contract. 2. In addition to general conditions 1026A, supplemental general conditions 1029, Ship Repairs (excluding section 09), will form part of the Contract. 3. Fire fighting equipment will be readily accessible and made available should a fire emergency arise, and adequate precautions will be taken when burning or welding is carried out in compartments or other confined areas of the vessel. 4. Responsibility for planning and scheduling of the work will rest with the Contractor, who may be required by the Contracting Authority to present periodic Production Schedules.
1997-09-15SupersededK0032DARCHIVED Vessel Manned Refits
K0033D
1998-02-16CancelledK0033DARCHIVED Health and Labour Conditions
Remarks – Recommended Use of SACC Item
Use this clause in conjunction with DSS-MAS 1034, Construction - Fixed and Unit Prices.
Legal text for SACC item
The General Conditions DSS-MAS 1034, Construction - Fixed and Unit Prices, are amended to include the following: "54 Health and Labour Conditions 1. In this section, "Public Entity" means the municipal, provincial or federal government body authorized to enforce any laws concerning health and labour applicable to the performance of the Work or any part thereof. 2. The Contractor shall comply with all laws concerning health and labour conditions applicable to the performance of the Work or part thereof and shall also require compliance of same by all its subcontractors when applicable. 3. The Contractor upon any request for information or inspection dealing with the Work by an authorized representative of a Public Entity shall forthwith notify the Engineer. 4. Evidence of compliance with laws applicable to the performance of the Work or part thereof by either the Contractor or its subcontractor shall be furnished by the Contractor to the Engineer at such time as the Engineer may reasonably request."
K0034D
1998-02-16CancelledK0034DARCHIVED Revision of DSS-MAS 1034
Remarks – Recommended Use of SACC Item
Use this clause in conjunction with DSS-MAS 1034, Construction - Fixed Price and Unit Prices.
Legal text for SACC item
Section 01 (Interpretation) of General Conditions DSS-MAS 1034, Construction - Fixed and Unit Prices, is amended to include the following: "01 Interpretation (1) In the contract, (j) "Canada", "Crown", "Her Majesty" or "the Government" means Her Majesty the Queen in right of Canada;"
K0035D
1998-02-16CancelledK0035DARCHIVED Conduct of Work - Revision of
Remarks – Recommended Use of SACC Item
Use this clause in conjunction with following sets of General Conditions. DSS-MAS 9624, General Conditions - Research & Development; DSS-MAS 9676, General Conditions - Services; TRA-95,Translation. Contracting officers are to indicate the applicable set of General Conditions in the fill-in provided.
Legal text for SACC item
Section 05 (Conduct of the Work) of General Conditions _____ is amended by deleting subsection (3)(a) in its entirety and by substituting the following therefor: "05 Conduct of the Work (3) The Contractor shall: (a) ensure the safety of workers and carry out the Work in a diligent and efficient manner in accordance with established industry practice and laws for the health and safety of workers related to the performance of the Work."
K0039D
1998-06-15CancelledK0039DARCHIVED Y2000 Warranty - Goods
Remarks – Recommended Use of SACC Item
Use the following clause where the deliverable(s) identified in the contractual document will be specific goods i.e. hardware, software and/or firmware:
Legal text for SACC item
1. The Contractor warrants that: a) all hardware, software and/or firmware products delivered individually, or b) hardware, software and firmware products delivered in combination as an integrated system under this Contract, as the case may be, shall meet the contractual requirement so as to accurately and automatically process any and all date and date-related data including, but not limited to calculating, comparing, and sequencing and that such date-related processing will take into consideration leap year calculations when used in accordance with the documentation provided by the Contractor and accepted by Canada. 2. To that end, the Contractor also warrants that date-related processing will not, in any way, prevent hardware, software or firmware from conforming to the requirement of the Contract prior to, during, or after the year 2000. Canada may, at no additional cost, require the Contractor, at time of acceptance, to demonstrate compliance and/or compliance techniques and test procedures it intends to follow in order to comply with all of the obligations contained herein. 3. The obligations contained herein apply to the products delivered by the Contractor and its subcontractor(s) involved in the performance of this Contract. 4. The warranties contained herein are separate and discrete from any other warranties specified in this Contract, and are not subject to any disclaimer of warranty which may be specified in this Contract, its appendices, its schedules, its annexes or any document incorporated in this Contract by reference. The warranties contained herein are subject to any limitation of the Contractor's liability specified in the Contract. 5. The warranties contained herein shall not apply where a modification has been made to a deliverable provided under this Contract by a party other than the Contractor or a subcontractor or a party approved in writing by either of them. 6. Notwithstanding the foregoing, the provisions set out in the applicable Supplemental General Conditions, if any, under the section entitled "Warranty" apply. 7. The warranties contained herein shall have a term extending either: (a) to June 30, 2000, or, (b) for a period of six months following acceptance of the hardware, software and/or firmware, whichever is the later date.
K0040D
1998-06-15CancelledK0040DARCHIVED Y2000 Warranty - Facility Management or Outsourcing
Remarks – Recommended Use of SACC Item
Use the following clause where the deliverable(s) identified in the contractual document will be for Facility Management or Outsourcing Services.
Legal text for SACC item
1. The Contractor warrants that all hardware, software and firmware products which may be delivered to Canada and/or utilize by the Contractor to perform services under this Contract shall meet the contractual requirement so as to accurately and automatically process any and all date and date-related data including, but not limited to calculating, comparing, and sequencing and that such date-related processing will take into consideration leap year calculations when used in accordance with the documentation provided by the Contractor and accepted by Canada. 2. To that end, the Contractor also warrants that date-related processing will not, in any way, prevent hardware, software or firmware from conforming to the requirement of the Contract prior to, during, or after the year 2000. Canada may, at no additional cost, require the Contractor, at time of acceptance, to demonstrate compliance and/or compliance techniques and test procedures it intends to follow in order to comply with all of the obligations contained herein. 3. The obligations contained herein apply to the products delivered to Canada and/or utilized by the Contractor and its subcontractor(s) to provide the services under this Contract. The obligations contained herein do not apply to hardware, firmware, software or software applications provided as Government Property unless expressed elsewhere in the Contract. 4. The warranties contained herein are separate and discrete from any other warranties specified in this Contract, and are not subject to any disclaimer of warranty which may be specified in this Contract, its appendices, its schedules, its annexes or any document incorporated in this Contract by reference. The warranties contained herein are subject to any limitation of the Contractor's liability specified in the Contract. 5. The warranties contained herein shall not apply where a modification has been made to a deliverable provided under this Contract by a party other than the Contractor or a subcontractor or a party approved in writing by either of them. 6. Notwithstanding the foregoing, the provisions set out in the applicable Supplemental General Conditions, if any, under the section entitled "Warranty" apply. 7. The warranties contained herein shall have a term extending either: (a) to June 30, 2000, or, (b) for a period of six months following acceptance of the system to which the hardware, software, firmware, as relevant, relate, or, (c) for a period equal to the term of the Contract, whichever is the later date.
K0041D
1998-06-15CancelledK0041DARCHIVED Y2000 Warranty - System Integration
Remarks – Recommended Use of SACC Item
Use the following clause where the deliverable identified in the contractual document will be an "integrated system".
Legal text for SACC item
1. The Contractor warrants that all hardware, software and firmware products delivered or developed and any deliverables resulting from the services provided, as an integrated system, shall meet or operate as per the contractual requirement (as evidenced during acceptance tests, as applicable) so as to accurately and automatically process any and all date and date-related data including, but not limited to calculating, comparing, and sequencing of such data from, into and between the twentieth and twenty-first centuries, including leap year calculations when used in accordance with the documentation provided by the Contractor and accepted by Canada. 2. To that end, the Contractor also warrants that date-related processing will not, in any way, prevent hardware, software or firmware from conforming to the requirement of the Contract prior to, during, or after the year 2000. Canada may, at no additional cost, require the Contractor, at time of acceptance, to demonstrate compliance and/or compliance techniques and test procedures it intends to follow in order to comply with all of the obligations contained herein. 3. The obligations contained herein apply to the integrated system provided by the Contractor and its subcontractor(s) involved in the performance of this Contract. The obligations contained herein do not apply to hardware, firmware, software or software applications provided as Government Property unless expressed elsewhere in the Contract. 4. The warranties contained herein are separate and discrete from any other warranties specified in this Contract, and are not subject to any disclaimer of warranty which may be specified in this Contract, its appendices, its schedules, its annexes or any document incorporated in this Contract by reference. The warranties contained herein are subject to any limitation of the Contractor's liability specified in the Contract. 5. The warranties contained herein shall not apply where a modification has been made to a deliverable provided under this Contract by a party other than the Contractor or a subcontractor or a party approved in writing by either of them. 6. Notwithstanding the foregoing, the provisions set out in the applicable Supplemental General Conditions, if any, under the section entitled "Warranty" apply. 7. The warranties contained herein shall have a term extending either: (a) to June 30, 2000, or, (b) for a period of six months following acceptance of the system to which the hardware, software, firmware, as relevant, relate, whichever is the later date.
K0042D
1998-06-15CancelledK0042DARCHIVED Y2000 Warranty - Service
Remarks – Recommended Use of SACC Item
Use the following clause where the deliverables identified in the contractual document will be services.
Legal text for SACC item
1. The Contractor warrants that the deliverables resulting from the services provided under this Contract shall meet the contractual requirement so that the deliverables (as evidenced during acceptance tests, as applicable) accurately and automatically process any and all date and date-related data including, but not limited to calculating, comparing, and sequencing of such data from, into and between the twentieth and twenty-first centuries, including leap year calculations when used in accordance with the documentation provided by the Contractor and accepted by Canada, provided that all hardware, software and firmware products used with the deliverables properly exchange accurate date and date-related data with them. 2. To that end, the Contractor also warrants that date-related processing will not, in any way, prevent hardware, software or firmware from conforming to the requirement of the Contract prior to, during, or after the year 2000. Canada may, at no additional cost, require the Contractor, prior to the performance of the services, to demonstrate compliance and/or compliance techniques and test procedures it intends to follow in order to comply with all of the obligations contained herein. 3. The obligations contained herein apply to the services provided by the Contractor and its subcontractor(s) involved in the performance of this Contract. Subject to the specific contractual requirement, the obligations contained herein do not apply to hardware, firmware, software or software applications provided as Government Property unless expressed elsewhere in the Contract. 4. The warranties contained herein are separate and discrete from any other warranties specified in this Contract, and are not subject to any disclaimer of warranty which may be specified in this Contract, its appendices, its schedules, its annexes or any document incorporated in this Contract by reference. The warranties contained herein are subject to any limitation of the Contractor's liability specified in the Contract. 5. The warranties contained herein shall not apply where a modification has been made to a deliverable provided under this Contract by a party other than the Contractor or a subcontractor or a party approved in writing by either of them. 6. Notwithstanding the foregoing, the provisions set out in the applicable Supplemental General Conditions, if any, under the section entitled "Warranty" apply. 7. The warranties contained herein shall have a term extending either: (a) to June 30, 2000, or, (b) for a period of six months following acceptance of the services, whichever is the later date.
K0043D
2000-05-12CancelledK0043DARCHIVED Y2000 Warranty - Goods Not Directly Related to IT Procurements
Remarks – Recommended Use of SACC Item
Use the following clause if, or when, the deliverable(s) identified in the contractual document will be goods that may contain electronic processing systems not specifically related to the purchase of Information Technology (IT) systems.
Legal text for SACC item
1. The Contractor warrants that all electronic processing systems contained within or forming part of goods delivered under this Contract, shall meet the contractual requirement so as to accurately and automatically process any and all date and date-related data including, but not limited to calculating, comparing, and sequencing of such data from, into, and between the twentieth and twenty-first centuries, and the years 1999 and 2000, and that such date-related processing will take into consideration leap year calculations when used in accordance with the documentation provided by the Contractor and accepted by Canada. 2. The items under warranty include but are not limited to: - processors - memory (RAM, ROM, PROM, EPROM, etc.) - firmware or software - reliant systems or architecture - integrated circuits. 3. To that end, the Contractor also warrants that date-related processing will not, in any way, prevent the goods from conforming to the requirement of the Contract prior to, during, or after the year 2000. Canada may, at no additional cost, require the Contractor, at time of acceptance, to demonstrate compliance and/or compliance techniques and test procedures it followed in order to comply with all of the obligations contained herein. 4. The obligations contained herein apply to the products delivered by the Contractor and its subcontractor(s) involved in the performance of this Contract. 5. The warranties contained herein are separate and discrete from any other warranties specified in this Contract, and are not subject to any disclaimer of warranty that may be specified in this Contract, its appendices, its schedules, its annexes or any document incorporated in this Contract by reference. 6. Notwithstanding the foregoing, the provisions set out in the applicable Supplemental General Conditions, if any, under the section entitled "Warranty" apply. 7. The warranties contained herein shall have a term extending either: (a) to June 30, 2000, or, (b) for a period of six months following acceptance of the hardware, software and/or firmware, whichever is the later date.
1998-11-23SupersededK0043DARCHIVED Y2000 Waranty - Goods Not Directly Related to IT Procurements
K0044D
1998-11-23CancelledK0044DARCHIVED Y2000 Warranty - Services Not Directly Related to IT Procurements
Remarks – Recommended Use of SACC Item
Use the following clause if, or when, the deliverables identified in the contractual document will be services not specifically related to the purchase of Information Technology (IT) systems.
Legal text for SACC item
1. The Contractor warrants that the deliverables resulting from the services provided under this Contract shall meet the contractual requirement so that the deliverables (as evidenced during acceptance tests, as applicable) accurately and automatically process date and date-related data including, but not limited to calculating, comparing, and sequencing of such data from, into and between the twentieth and the twenty-first centuries, and the years 1999 and 2000, and including leap year calculations when used in accordance with the documentation provided by the Contractor and accepted by Canada, provided that all electronic processing systems used with the deliverables properly exchange accurate date and date-related data with them. To that end, the Contractor also warrants that date-related processing will not, in any way, prevent electronic processing systems from conforming to the requirement of the Contract prior to, during, or after the year 2000. Canada may, at no additional cost, require the Contractor prior to the performance of the services, to demonstrate compliance and/or compliance techniques and test procedures it intends to follow in order to comply with all of the obligations contained herein. 2. The items under warranty include but are not limited to: - processors - memory (RAM, ROM, PROM, EPROM, etc.) - firmware or software - reliant systems or architecture - integrated circuits. 3. The obligations contained herein apply to the services provided by the Contractor and its subcontractor(s) involved in the performance of this Contract. Subject to the specific contractual requirement, the obligations contained herein do not apply to electronic processing systems provided as Government Property unless expressed elsewhere in the Contract. 4. The warranties contained herein are separate and discrete from any other warranties specified in this Contract, and are not subject to any disclaimer of warranty that may be specified in this Contract, its appendices, its schedules, its annexes or any document incorporated in this Contract by reference. Notwithstanding the foregoing, the provisions set out in the applicable Supplemental General Conditions, if any, under the section entitled "Warranty" apply. 5. The warranties contained herein shall have a term extending either: (a) to June 30, 2000, or, (b) for a period of six months following acceptance of the hardware, software and/or firmware, whichever is the later date.
K0045D
2004-12-10SupersededK0045DARCHIVED Subcontracting
Remarks – Recommended Use of SACC Item
Legal text for SACC item
1. Notwithstanding the provisions of the general conditions 1026A or 1026B, as the case may be, covering subcontracting, the Contractor may, without the prior written consent of the Minister, (a) purchase "off-the-shelf" items and such standard articles and materials as are ordinarily manufactured or produced by mills and manufacturers in the normal course of business; (b) subcontract for the provision of services as are ordinarily performed by suppliers of such services in their normal course of business; (c) subcontract any of the work to any one subcontractor up to a value in the aggregate of $100,000; (d) authorize its first and subsequent tier subcontractors to make purchases or subcontract as permitted in paragraphs (a) through (c). 2. The foregoing provisions shall not apply to assignments of contracts. 3. Except as provided in subsection 1., the Contractor shall not subcontract any portion of the work without obtaining the prior written consent of the Minister. 4. Except as modified by these supplemental general conditions or by other provisions of the Contract, the general conditions 1026A or 1026B, as the case may be, including the provisions therein covering assigning and subcontracting, shall remain in full force and effect. 5. No subcontracting or assignment shall relieve the Contractor from any of its obligations under the Contract or impose any liability upon the Minister to a subcontractor or an assignee.
1998-02-16SupersededK0045DARCHIVED Subcontracting
K1000T
1991-08-05CancelledK1000TARCHIVED Statement of Eligible Goods
Remarks – Recommended Use of SACC Item
Include the following clause and form DSS-MAS 4079, Statement of Eligible Goods, in bid solicitations subject to the Canada-U.S. Free Trade Agreement, except in cases of multi-item standing offers where a practical basis for estimating annual usage does not exist (refer to SPM Directive 3005). In addition, delete the "Foreign Content" block on the front page of the bid solicitation, or mark it "Not Applicable".
Legal text for SACC item
The Bidder represents and warrants that the Statement of Eligible Goods attached to this bid is accurate and complete and satisfies the definition of eligible goods set out in that statement. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty may be verified in such manner as the Minister may reasonably require. Eligible goods, products of Canadian origin, and designated products from rationalized multinational companies (reference SSC policy, SPM Directive 3051) will be given preference by increasing the bid price for all other goods by a factor of 10 percent for evaluation purposes. The 10 percent factor will also be applied to those products not identified in, or in bids submitted without, the Statement of Eligible Goods.
1991-06-01SupersededK1000TARCHIVED Statement of Eligible Goods
K1001T
1992-04-01CancelledK1001TARCHIVED Statement of Eligible Goods
Remarks – Recommended Use of SACC Item
Include the following clause and form DSS-MAS 4079, Statement of Eligible Goods, in bid solicitations subject to the Canada-U.S. Free Trade Agreement and in respect of which every response must include the Statement of Eligible Goods (that is, where the competition is being absolutely limited to bids qualifying for inclusion in the first grouping). See SPM Directive 3005.
Legal text for SACC item
The Bidder represents and warrants that the Statement of Eligible Goods, form DSS-MAS 4079, attached to this bid is accurate and complete in accordance with the definition of eligible goods referred to in that Statement, that the goods being offered to Canada would correspond to that Statement, and that the level of eligible goods being offered qualifies the bid for inclusion in Group 1 as defined in DSS's Supply Policy Manual Directive 3005. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty may be verified in such manner as the Minister may reasonably require. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. Failure to include a signed and completed Statement of Eligible Goods with this bid shall render the bid non-responsive.
K1002T
1992-04-01CancelledK1002TARCHIVED Statement of Eligible Goods
Remarks – Recommended Use of SACC Item
Include the following clause and form DSS-MAS 4079, Statement of Eligible Goods, in bid solicitations subject to the Canada-U.S. Free Trade Agreement, and in respect of which every bidder is being invited to include a Statement of Eligible Goods (that is, where the competition is being conditionally limited to bids qualifying for inclusion in the first grouping). See SPM Directive 3005.
Legal text for SACC item
If the Bidder attaches a signed Statement of Eligible Goods, form DSS-MAS 4079, to this bid, the Bidder represents and warrants that the Statement is accurate and complete in accordance with the definition of eligible goods referred to in that Statement, that the goods being offered to Canada would correspond to that Statement, and that the level of eligible goods being offered qualifies the bid for inclusion in Group 1 as defined in DSS's Supply Policy Manual Directive 3005. Bids containing such a Statement of Eligible Goods may be given preference over other bids, in accordance with the procedures set out in Directive 3005. The Bidder acknowledges that the Minister may rely upon such representation and warranty to enter into any contract resulting from this bid. Such representation and warranty may be verified in such manner as the Minister may reasonably require. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default.
K1100C
1992-04-01CancelledK1100CARCHIVED Statement of Eligible Goods
Remarks – Recommended Use of SACC Item
Use the following clause in all contracts awarded on a requirement to which the Canada-U.S. Free Trade Agreement is applicable and, pursuant to the policy set out in SPM Directive 3005, either (i) the competition had been limited solely to bids qualifying for inclusion in the first grouping; or (ii) the competition had been conditionally limited to bids qualifying for inclusion in the first grouping, and a sufficient number of bids had been received so that further consideration was or would have been given only to bids in that first grouping. (Note that in both such cases the successful bidder will have completed and submitted a Statement of Eligible Goods.)
Legal text for SACC item
The Contractor represents and warrants that the Statement of Eligible Goods, form DSS-MAS 4079, submitted with its bid is accurate and complete in accordance with the definition of eligible goods referred to in that Statement, and that the goods to be supplied shall correspond to that Statement. The Contractor acknowledges that the Minister has relied upon such representation and warranty to enter into this Contract. Such representation and warranty may be verified in such manner as the Minister may reasonably require. The Contractor acknowledges that in the event of a breach of such covenant, the Minister shall have the right to treat the Contract as being in default in accordance with the default provisions of the Contract. The Contractor shall keep proper records and documentation relating to the determination of the status of the goods provided to Canada as eligible goods. The Contractor shall not, without the prior written consent of the Minister, dispose of any such records or documentation until the expiration of six (6) years after final payment of this Contract, or until settlement of all outstanding claims and disputes, whichever is later. All such records and documentation shall at all times during the aforementioned retention period be open to audit, inspection and examination by the authorized representatives of the Minister, who may make copies and take extracts thereof. The Contractor shall provide all facilities for such audits, inspections and examinations, and shall furnish all such information as the representatives of the Minister may from time to time require with respect to such records and documentation. Nothing in this clause shall be interpreted as limiting the rights and remedies which Canada or the Minister may otherwise have in relation to or pursuant to this Contract.
K2000T
2007-05-25SupersededK2000TARCHIVED Federal Contractors Program for Employment Equity - $200,000 or more
Remarks – Recommended Use of SACC Item
Use the following clause in bid solicitations which are estimated at $200,000 or more (including all applicable taxes), except requirements excluded under paragraphs 5.129 (d), (e) and (f) of the Supply Manual. (Refer also to procedure 7A.127.) For standing offers, use clause M2000T.
Legal text for SACC item
1. The Federal Contractors Program for Employment Equity (FCP-EE) requires that some suppliers bidding for federal government contracts, valued at $200,000 or more (including all applicable taxes), make a formal commitment to implement employment equity. This is a condition precedent to contract award. If the Bidder is subject to the FCP-EE, evidence of its commitment must be provided before the award of the Contract. Suppliers who have been declared ineligible contractors by Human Resources and Social Development Canada (HRSDC) are no longer eligible to receive government contracts over the threshold for solicitation of bids as set out in the Government Contract Regulations). Suppliers may be declared ineligible contractors either as a result of a finding of non-compliance by HRSDC, or following their voluntary withdrawal from the FCP-EE for a reason other than the reduction of their workforce. Any bid from ineligible contractors will not be considered for award of a contract. 2. If the Bidder does not fall within the exceptions enumerated in 3.(a) or (b) below, or does not have a valid certificate number confirming its adherence to the FCP-EE, the Bidder must fax a copy of the signed form LAB 1168, Certificate of Commitment to Implement Employment Equity, to the Labour Branch of HRSDC, at 819-953-8768. The form can be found on the following Service Canada Website: http://www1.servicecanada.gc.ca/cgi-bin/search/eforms/index. cgi?app=profile&form=lab1168&dept=sc&lang=e. 3. The Bidder certifies its status with the FCP-EE, as follows: The Bidder (a) ( ) is not subject to the FCP-EE, having a workforce of less than 100 permanent full or part-time employees in Canada, (b) ( ) is not subject to the FCP-EE, being a regulated employer under the Employment Equity Act, S.C. 1995, c. 44; (c) ( ) is subject to the requirements of the FCP-EE, having a workforce of 100 or more permanent full or part-time employees in Canada, but has not previously obtained a certificate number from HRSDC, (having not bid on requirements of $200,000 or more), in which case a duly signed certificate of commitment is attached; (d) ( ) is subject to the FCP-EE, and has a valid certificate number as follows: _______ (e.g. has not been declared ineligible contractor by HRSDC). Further information on the FCP-EE is available on the following HRSDC Website: http://www.hrsdc.gc.ca/en/gateways/topics/wzp-gxr.shtml.
2004-12-10SupersededK2000TARCHIVED Federal Contractors Program for Employment Equity - $200,000 or more
2004-05-14SupersededK2000TARCHIVED Federal Contractors Program for Employment Equity - $200,000 or more
2003-12-12SupersededK2000TARCHIVED Federal Contractors Program for Employment Equity - $200,000 or more
2003-05-30SupersededK2000TARCHIVED Federal Contractors Program for Employment Equity
2001-05-25SupersededK2000TARCHIVED Employment Equity
2000-12-01SupersededK2000TARCHIVED Employment Equity
1999-06-21SupersededK2000TARCHIVED Employment Equity
1998-11-23SupersededK2000TARCHIVED Employment Equity
1997-09-15SupersededK2000TARCHIVED Employment Equity
1997-02-03SupersededK2000TARCHIVED Employment Equity
1995-12-15SupersededK2000TARCHIVED Employment Equity
1992-12-01SupersededK2000TARCHIVED Employment Equity
1992-08-01SupersededK2000TARCHIVED Employment Equity
1991-07-01SupersededK2000TARCHIVED Employment Equity
1991-06-01SupersededK2000TARCHIVED Employment Equity
K2001T
1992-01-31CancelledK2001TARCHIVED Employment Equity Program
Remarks – Recommended Use of SACC Item
Legal text for SACC item
Please note that the requirements of the Federal Contractor's Program for Employment Equity may apply. A notice to this effect and instructions have been included in this bid solicitation package.
K2002T
2007-05-25SupersededK2002TARCHIVED Federal Contractors Program for Employment Equity - over $25,000 and below $200,000
Remarks – Recommended Use of SACC Item
Use the following clause in bid solicitations which are estimated over $25,000 and below $200,000 (including all applicable taxes), except requirements excluded under paragraphs 5.129 (d), (e) and (f) of Supply Manual. For standing offers, use clause M2002T.
Legal text for SACC item
Suppliers who are subject to the Federal Contractors Program for Employment Equity (FCP-EE) and have been declared ineligible contractors by Human Resources and Social Development Canada (HRSDC) are no longer eligible to receive federal government contracts over the threshold for solicitation of bids as set out in the Government Contract Regulations. Suppliers may be declared ineligible contractors either as a result of a finding of non-compliance by HRSDC, or following their voluntary withdrawal from the FCP-EE for a reason other than the reduction of their workforce. Any bids from ineligible contractors will not be considered for award of a contract. The Bidder certifies that it has not been declared an ineligible contractor by HRSDC and has a valid certificate number.
2004-05-14SupersededK2002TARCHIVED Federal Contractors Program for Employment Equity - over $25,000 and below $200,000
2003-12-12SupersededK2002TARCHIVED Federal Contractors Program for Employment Equity - over $25,000 and Under $200,000
K2003C
2003-12-12SupersededK2003CARCHIVED Federal Contractors Program for Employment Equity - Certification
Remarks – Recommended Use of SACC Item
Use this clause when K2000T or K2002T was used to obtain certification of eligibility of the bidder under the Federal Contractors Program for Employment Equity.
Legal text for SACC item
The Contractor has certified in its proposal its status with the Federal Contractors Program for Employment Equity The Contractor acknowledges that the Minister has relied upon such certification to enter into this Contract. Such certification may be verified in such manner as the Minister may reasonably require. The Contractor acknowledges that in the event of a misrepresentation, the Minister shall have the right, pursuant to the Default provisions of the Contract, to terminate the Contract for default.
K2100D
1991-12-11CancelledK2100DARCHIVED South African/Haitian Conditions
Remarks – Recommended Use of SACC Item
Use the following clause in all contractual documents issued to Canadian-based suppliers except those issued on behalf of the Canadian Commercial Corporation for their foreign-based clientele.
Legal text for SACC item
(1) Subject to paragraph (2), the Contractor shall ensure that, to its knowledge, the goods and services to be provided pursuant to this Contract are not of South African or Haitian origin and not obtained from a company that is majority-owned (51 percent of the voting rights) by South African or Haitian interests. (2) Where the Contractor is aware that goods or services of South African or Haitian origin or obtained from companies that are majority-owned by South African or Haitian interests are to be supplied in connection with this Contract, the Contractor shall identify the items involved, the estimated total value of the goods and services, and the justification for their use. (3) Following a review of the Contractor's justification, the Minister may accept or reject the justification, at the sole discretion of the Minister. (4) Where the Minister rejects the Contractor's justification referred to in paragraph (3), the Minister may terminate the Contract in accordance with paragraph (5). (5) The Contractor agrees that the Minister relies on paragraphs (1) and (2) to enter into this Contract and any breach of paragraph (1) or (2) shall entitle the Minister to terminate this Contract for default and to recover damages from the Contractor, including reprocurement costs arising out of such termination. (6) The Contractor agrees to bind each first-tier Canadian-based subcontractor by the terms of this clause.
1991-06-01SupersededK2100DARCHIVED South African Condition
K2105D
2006-06-16CancelledK2105DARCHIVED International Sanctions
Remarks – Recommended Use of SACC Item
Use the following clause in all contractual documents. At the bid solicitation stage, the sanctions are provided to bidders for information purposes only.
Legal text for SACC item
1. Persons in Canada, and Canadians outside of Canada, are bound by economic sanctions imposed by Canada. As a result, the Government of Canada cannot accept delivery of goods or services that originate, either directly or indirectly, from the countries or persons subject to economic sanctions. Details on existing sanctions can be found at: http://www.dfait-maeci.gc.ca/trade/sanctions-en.asp. 2. It is a condition of this Contract that the Contractor not supply to the Government of Canada any goods or services which are subject to economic sanctions. 3. By law, the Contractor must comply with changes to the regulations imposed during the life of the Contract. During the performance of the Contract, should the imposition of sanctions against a country or person or the addition of a good or service to the list of sanctioned goods or services cause an impossibility of performance for the Contractor, the situation will be treated by the Parties as a force majeure. The Contractor shall forthwith inform Canada of the situation; the procedures applicable to force majeure shall then apply.
2002-05-24SupersededK2105DARCHIVED International Sanctions
2001-05-25SupersededK2105DARCHIVED International Sanctions
1996-10-30SupersededK2105DARCHIVED International Sanctions
1996-05-01SupersededK2105DARCHIVED International Sanctions
1995-12-15SupersededK2105DARCHIVED International Sanctions
1995-03-31SupersededK2105DARCHIVED International Sanctions
1994-06-01SupersededK2105DARCHIVED International Sanctions
K2200D
2003-12-12CancelledK2200DARCHIVED Conflict of Interest
Remarks – Recommended Use of SACC Item
Use this clause in bid solicitations and contracts where general conditions 1011A, 1026A, 1026B, 1053 or 9329 are used.
Legal text for SACC item
The Contractor agrees that it is a term of the Contract that no person who is not in compliance with the provisions of the Conflict of Interest and Post-Employment Code for Public Office Holders or the Values and Ethics Code for the Public Service (2003), shall derive any direct benefit from this Contract.
1996-05-01SupersededK2200DARCHIVED Conflict of Interest
1992-04-01SupersededK2200DARCHIVED Conflict of Interest
1991-06-01SupersededK2200DARCHIVED Conflict of Interest
K2205D
2003-05-30CancelledK2205DARCHIVED Conflict of Interest
Remarks – Recommended Use of SACC Item
Use this clause when the Contractor must design and write up specifications on behalf of Canada that are to be used for a bid solicitation, or when the Contractor must manage and amend the documentation and technical data that belong to Canada and that could be used in the repair or construction of its equipment, the refit or construction of a vessel owned by Canada, or when the Contractor is acting as Canada s representative in the management of any repair, refit or construction/manufacturing contract. Insert the name of the Contractor who will carry out the work, if it is known, or the Bidder selected to carry out the work.
Legal text for SACC item
1. In order to avoid any real or apparent conflicts of interest, the Contractor hereby agrees that it will not, during the term of the contract, undertake or perform services on behalf of, or contract with _________ (Insert the name of the Contractor(s)). 2. The Contractor further agrees that it will ensure that personnel provided, pursuant to the Contract, shall devote their full time and attention to the performance of the services to be provided hereunder and will not, therefore, be in a position of any possible conflict of interest during the term hereof. 3. It shall be a term of the Contract: (a) that no former public office holder who is not in compliance with the post-employment provisions of the Conflict of Interest and Post-Employment Code for Public Office Holders shall derive a direct benefit from the Contract; and (b) that during the term of the Contract any persons engaged in the course of carrying out this Contract shall conduct themselves in compliance with the principles of the Conflict of Interest and Post-Employment Code for Public Office Holders. Should an interest be acquired during the life of the Contract that would cause a conflict of interest or seem to cause a departure from the principles, the Contractor shall declare it immediately to the departmental representative.
1999-06-21SupersededK2205DARCHIVED Conflict of Interest
K2210T
1995-03-31CancelledK2210TARCHIVED Conflict of Interest
Remarks – Recommended Use of SACC Item
Use this clause in bid solicitations where Canada has employed the assistance of private sector contractors in the preparation of a solicitation or statement of work.
Legal text for SACC item
Canada has employed the assistance of private sector contractors in the preparation of this solicitation. Responses to this solicitation from any such contractor or with respect to which such contractor is in any manner directly or indirectly involved will be deemed to be in conflict of interest (real or perceived) and will not be considered. By submitting a bid, the Bidder represents that there is no conflict of interest as stated above.
K3000D
1992-12-01CancelledK3000DARCHIVED Intellectual Property Rights
Remarks – Recommended Use of SACC Item
Research and Development Clause - Contractor Receives Intellectual Property Rights. Use the following clause in a contract or part of a contract involving research and development that is for the purchase of goods, and where Canada requires only those rights to intellectual property necessary for the operation and maintenance of the goods and for further development of custom designed or custom fabricated goods. Do not use in conjunction with General Conditions DSS-MAS 9076, or with General Conditions DSS-MAS 9224 which have their own clauses. NOTE: This clause must be used in conjunction with clause K3400D.
Legal text for SACC item
(1) In the Contract (a) "Background Intellectual Property" means all Technical Information that is not Foreground Intellectual Property and that is proprietary to the Contractor, its subcontractors or any other supplier of the Contractor; (b) "Foreground Intellectual Property" means any Invention first conceived, developed or reduced to practice as part of the Work under the Contract and all Technical Information collected, developed or produced as part of the Work under the Contract; (c) "Invention" means any new and useful art, process, methodology, technique, machine, manufacture or composition of matter, or any new and useful improvement of any art, process, methodology, technique, machine, manufacture or composition of matter, whether or not patentable; (d) "Other Contractor" means any contractor to which Canada sublicenses the use of Foreground Intellectual Property for purposes of carrying out a contract with Canada; and (e) "Technical Information" means all information of a scientific or technical nature relating to the Work, whether oral or recorded in any form or medium and whether or not copyrightable, including but not limited to Inventions, designs, methods, processes, techniques, know-how, reports, drawings, plans, specifications, photographs, models, prototypes, patterns, samples, schematics, experimental or test data, and computer software, source code, data files, and documentation. (2) The Contractor shall promptly report and fully disclose to the Minister the conception, development, or reduction to practice of any Invention that could be Foreground Intellectual Property, and shall report and fully disclose to the Minister all other Foreground Intellectual Property at a time selected by the Contractor, but not later than the time of completion of the Work or such other time as the Minister or the Contract may require in respect of any such Foreground Intellectual Property. The Contractor shall, in each disclosure under this subsection, indicate the name of any subcontractor at any tier in which title to any of the Foreground Intellectual Property has vested or will vest. (3) Except as otherwise specified in the Contract and subject to subsection (7), copyright, patent and all other proprietary rights to all Foreground Intellectual Property shall, immediately upon its conception, development, reduction to practice or production, vest in and remain the property of the Contractor. (4) Notwithstanding the Contractor's ownership of the Foreground Intellectual Property in any prototype or any custom machinery, device, system or equipment delivered under the Contract, Canada shall have unrestricted ownership rights in the thing delivered, including the right to sell it and to make it available for public use whether for a fee or otherwise. (5) The Contractor hereby grants to Canada a non-exclusive, irrevocable, world-wide, fully paid and royalty-free licence to use any Foreground Intellectual Property and such of the Background Intellectual Property incorporated into the Work or necessary for the performance of the Work as may be required solely for the following purposes: (a) for the operation, maintenance, repair or overhaul of the Work; (b) for the purpose of manufacturing spare parts for maintenance, repair or overhaul of the Work by Canada if those parts are not reasonably available to enable timely maintenance, repair or overhaul; or (c) in respect of Foreground Intellectual Property only, for the further development of or alteration of any part of the Work; including the right to sublicense the use of the Foreground or Background Intellectual Property to an Other Contractor to be used solely in the carrying out of a contract let by Canada for a purpose set out in paragraph (a), (b), or (c) in relation to that particular intellectual property. Any sublicence given by Canada to an Other Contractor shall require the Other Contractor to maintain the confidentiality of the Foreground or Background Intellectual Property. In respect of Background Intellectual Property, Canada shall have the right to sublicense use by an Other Contractor only if the Contractor is unable or unwilling to do the maintenance, repair or overhaul or provide the spare parts on reasonable commercial terms and within reasonable delivery times. (6) Wherever practical, the Contractor shall mark or identify any Foreground or Background Intellectual Property delivered to Canada under this section as "Property of (Contractor name); permitted Government uses defined under DSS Contract No. (fill in contract number)", and Canada shall not be liable for any unauthorized use or disclosure of Foreground or Background Intellectual Property that could have been so marked or identified and was not. (7) Until the Contractor discloses Foreground Intellectual Property in accordance with subsection (2), it shall not, without the prior written permission of the Minister, assign or otherwise transfer title to the Foreground Intellectual Property or license or otherwise authorize the use of that intellectual property by any person. If the Contractor fails to disclose any Foreground Intellectual Property in accordance with subsection (2), the Minister may, within 90 days of the date when Canada learns of the failure of the Contractor to so disclose, issue a notice to the Contractor whereupon copyright, patent and all other proprietary rights to the Foreground Intellectual Property not disclosed shall immediately vest in and remain the property of Canada. In that event, the Contractor shall, at its own expense, execute such conveyances or other documents relating to title as the minister for whose department or agency the Work is being carried out may require, and the Contractor shall, at Canada's expense, afford that minister all reasonable assistance in the prosecution of any patent application or registration of copyright or an industrial design, including assistance of the inventor in the case of Inventions. (8) Canada is prepared to license the use by the Contractor of intellectual property owned by Canada and furnished to the Contractor under this Contract for purposes of the commercial exploitation or further development by the Contractor of the Foreground Intellectual Property, on terms and conditions, which may include the payment of compensation, to be negotiated between the Contractor and the minister for whose department or agency the Work is being carried out. (9) The Contractor shall not, without the written permission of the Minister, incorporate into the Work any Background Intellectual Property unless it owns or has procured the rights necessary to provide the licence to Canada under subsection (5). (10) In any transfer of title to or assignment of the Foreground Intellectual Property or any licence for the use of the Foreground Intellectual Property, the Contractor shall impose on the other party any obligations to Canada imposed under this Contract and any restrictions on the use or disposition of the Foreground Intellectual Property contained in this Contract, including the obligation to impose the same obligations and restrictions on any subsequent transferee, assignee or licensee, so that such obligations and restrictions will continue to apply to the current holder of those rights to the Foreground Intellectual Property. The Contractor agrees that neither the Contractor nor any such current holder of those rights to the Foreground Intellectual Property shall have the right to collect a royalty or other compensation on the use of the Foreground Intellectual Property for purposes of a contract or other arrangement with Canada. The Contractor or other current holder of rights to the Foreground Intellectual Property shall promptly notify Canada of the name, address and other pertinent information in regard to any such transferee, assignee or licensee. (11) Before and after final payment to the Contractor, the Minister shall have the right to examine all records and supporting data of the Contractor which the Minister reasonably deems pertinent to the discovery or identification of Technical Information to which subsection (2) applies. (12) The Contractor shall, upon the written request of the Minister, furnish all logistical support and life-cycle support data relating to the Work, including lists of suppliers, supplier part numbers and related drawings, and shall do so at the minimum extra cost to Canada.
1991-12-19SupersededK3000DARCHIVED Intellectual Property Rights
K3001D
1992-12-01CancelledK3001DARCHIVED Intellectual Property Rights
Remarks – Recommended Use of SACC Item
Research and Development Clause - Contractor Receives Intellectual Property Rights Use the following clause in a contract or part of a contract that is for research and development, where Canada requires the right to use intellectual property developed under the contract for any government purpose except commercial sale or licensing in competition with the contractor. This would include a contract that is for the design phases of a multi-phase procurement of a major system. Do not use in conjunction with General Conditions DSS-MAS 9076, or with General Conditions DSS-MAS 9224 which have their own clauses. An alternative to the use of this clause with a set of general conditions is to use General Conditions DSS-MAS 9224 without modifications. NOTE: This clause must be used in conjunction with clause K3400D.
Legal text for SACC item
(1) In the Contract: (a) "Background Intellectual Property" means all Technical Information that is not Foreground Intellectual Property and that is proprietary to the Contractor, its subcontractors or any other supplier of the Contractor; (b) "Foreground Intellectual Property" means any Invention first conceived, developed or reduced to practice as part of the Work under the Contract and all Technical Information collected, developed or produced as part of the Work under the Contract; (c) "Invention" means any new and useful art, process, methodology, technique, machine, manufacture or composition of matter, or any new and useful improvement of any art, process, methodology, technique, machine, manufacture or composition of matter, whether or not patentable; (d) "Other Contractor" means any contractor to which Canada sublicenses the use of Foreground Intellectual Property for purposes of carrying out a contract with Canada; and (e) "Technical Information" means all information of a scientific or technical nature relating to the Work, whether oral or recorded in any form or medium and whether or not copyrightable, including but not limited to Inventions, designs, methods, processes, techniques, know-how, reports, drawings, plans, specifications, photographs, models, prototypes, patterns, samples, schematics, experimental or test data, and computer software, source code, data files, and documentation. (2) The Contractor shall promptly report and fully disclose to the Minister the conception, development or reduction to practice of any Invention that could be Foreground Intellectual Property, and shall report and fully disclose to the Minister all other Foreground Intellectual Property at a time selected by the Contractor, but not later than the completion of the Work or such other time as the Minister or the Contract may require. The Contractor shall, in each disclosure under this subsection, indicate the name of any subcontractor at any tier in which title to any of the Foreground Intellectual Property has vested or will vest. (3) Except as otherwise specified in the Contract and subject to subsection (7), copyright, patent and all other proprietary rights to all Foreground Intellectual Property shall, immediately upon its conception, development, reduction to practice or production, vest in and remain the property of the Contractor. (4) Notwithstanding the Contractor's ownership of the Foreground Intellectual Property in any prototype or any custom machinery, device, system or equipment delivered under the Contract, Canada shall have unrestricted ownership rights in the thing delivered, including the right to sell it and to make it available for public use whether for a fee or otherwise. (5) The Contractor hereby grants to Canada, in relation to all of the Foreground Intellectual Property, a non-exclusive, irrevocable, world-wide, fully paid and royalty-free licence to use or have used, make or have made, copy, translate, practise or produce the intellectual property, for any government purpose except commercial sale in competition with the Contractor. In relation to any Foreground Intellectual property that consists of software, source code and related documentation, the Contractor agrees that the foregoing licence includes the right to modify that intellectual property and, where applicable, to use it, or any modified version of it, on any and all computer systems owned, leased or operated by Canada anywhere in the world. The Contractor acknowledges that Canada may wish to award competitively contracts related to the use of the Work under this Contract or for the further development of the Work or the Foreground Intellectual Property, and the Contractor agrees that Canada's licence to the use of the Foreground Intellectual Property includes the right to sublicense the use of that intellectual property to any Other Contractor engaged by Canada. Any sublicence given by Canada to an Other Contractor shall authorize use of the Foreground Intellectual Property solely for the purpose of performing contracts for Canada, and shall require the Other Contractor to maintain the confidentiality of the Foreground Intellectual Property. (6) Wherever practical, the Contractor shall mark or identify any Foreground or Background Intellectual Property delivered to Canada under this section as "Property of (Contractor name); permitted Government uses defined under DSS Contract No. (fill in contract number)", and Canada shall not be liable for any unauthorized use or disclosure of Foreground or Background Intellectual Property that could have been so marked or identified and was not. (7) Until the Contractor discloses Foreground Intellectual Property in accordance with subsection (2), it shall not, without the prior written permission of the Minister, assign or otherwise transfer title to the Foreground Intellectual Property or license or otherwise authorize the use of that intellectual property by any person. If the Contractor fails to disclose any Foreground Intellectual Property in accordance with subsection (2), or if the Contract is terminated by Canada under the provisions of the Contract relating to termination on the grounds of default by the Contractor, the Minister may, within 90 days of notice to the Contractor of the termination or of the time that Canada learns of the Contractor's failure to so disclose or of the earlier of those events, issue a notice to the Contractor whereupon copyright, patent and all other proprietary rights to the Foreground Intellectual Property not disclosed, or in the case of termination all of the Foreground Intellectual Property, shall immediately vest in and remain the property of Canada. In that event the Contractor shall, at its own expense, execute such conveyances or other documents relating to title as the minister for whose department or agency the Work is being carried out may require, and the Contractor shall, at Canada's expense, afford that minister all reasonable assistance in the prosecution of any patent application or registration of copyright or an industrial design, including assistance of the inventor in the case of Inventions. (8) Canada is prepared to license the use by the Contractor of intellectual property owned by Canada and furnished to the Contractor under this Contract for purposes of the commercial exploitation or further development by the Contractor of the Foreground Intellectual Property, on terms and conditions, which may include the payment of compensation, to be negotiated between the Contractor and the minister for whose department or agency the Work is being carried out. (9) The Contractor shall not, without the written permission of the Minister, incorporate into the Work any Background Intellectual Property unless it owns or has procured the rights necessary to provide the licence to Canada under subsection (5). (10) In any transfer of title to or assignment of the Foreground Intellectual Property or any licence for the use of the Foreground Intellectual Property, the Contractor shall impose on the other party any obligations to Canada imposed under this Contract and any restrictions on the use or disposition of the Foreground Intellectual Property contained in this Contract, including the obligation to impose the same obligations and restrictions on any subsequent transferee, assignee or licensee, so that such obligations and restrictions will continue to apply to the current holder of those rights to the Foreground Intellectual Property. The Contractor agrees that neither the Contractor nor any such current holder of those rights to the Foreground Intellectual Property shall have the right to collect a royalty or other compensation on the use of the Foreground Intellectual Property for purposes of a contract or other arrangement with Canada. The Contractor or other current holder of rights to the Foreground Intellectual Property shall promptly notify Canada of the name, address and other pertinent information in regard to any such transferee, assignee or licensee. (11) Before and after final payment to the Contractor, the Minister shall have the right to examine all records and supporting data of the Contractor which the Minister reasonably deems pertinent to the discovery or identification of Technical Information to which subsection (2) applies. (12) The Contractor shall, upon the written request of the Minister, furnish all logistical support and life-cycle support data relating to the Work, including lists of suppliers, supplier part numbers and related drawings, and shall do so at the minimum extra cost to Canada.
1991-12-19SupersededK3001DARCHIVED Intellectual Property Rights
K3002C
2008-05-12ActiveK3002CContractor to own IP: No Explicit License Rights for Canada
Remarks – Recommended Use of SACC Item
Use the following clause in contracts to delete the copyright clause in general conditions 2010B and 2035 , when the client department has specified that copyright in the work will belong to the contractor and when Canada does not wish to have any license to the work.
Use this clause in conjunction with general conditions 2010B and 2035 . Clause K3030C may be used in conjunction with this clause when material subject to copyright protection will be created in the performance of the contract and the client department wishes to ensure that it obtains a license to exercise all rights comprised in the copyright in that material.
Do not use this clause in conjunction with general conditions 2040 .
Legal text for SACC item
The general conditions are amended by deleting in its entirety the section entitled "Copyright", and replacing it with the following:
"Without affecting any existing intellectual property rights or relating to information or data supplied by Canada for purposes of the Contract, copyright in anything conceived, developed, or produced as part of the Work under the Contract will belong to the Contractor."
K3002D
2004-12-10SupersededK3002DARCHIVED Contractor to own IP: No Explicit License Rights for Canada
Remarks – Recommended Use of SACC Item
Use the following clause in conjunction with general conditions 9676 or 9601, in a contract which does not involve any research and development, where it is anticipated that the intellectual property arising from the Work under the Contract, if any, will be minimal, where the client department has specified that the intellectual property rights are to vest in the Contractor, and where Canada does not wish to have any license to use any intellectual property that may arise in the Contractor's performance of the Contract. Do not use this clause in conjunction with general conditions 9624. Clause K3030D may be used in conjunction with this clause where material subject to copyright protection will be created in the performance of the Contract and the client department wishes to ensure that it obtains a license to exercise all rights comprised in the copyright in that material, but does not require a license to exercise any other intellectual property rights arising from the Work under the Contract.
Legal text for SACC item
The general conditions are amended by deleting in its entirety the section entitled "Copyright", which is replaced by the following: "Without affecting any intellectual property rights or interests therein that have come into being prior to the Contract or that relate to information or data supplied by Canada for purposes of the Contract, all intellectual property rights in anything conceived, developed, reduced to practice or produced as part of the Work under the Contract shall immediately, as soon as they come into existence, vest in and remain the property of the Contractor."
2001-05-25SupersededK3002DARCHIVED Contractor to own IP: No Explicit License Rights for Canada
1994-01-04SupersededK3002DARCHIVED Intellectual Property Rights
1992-12-01SupersededK3002DARCHIVED Intellectual Property Rights
K3005D
2004-12-10CancelledK3005DARCHIVED Protection of Intellectual Property
Remarks – Recommended Use of SACC Item
Use the following clause only where the Contractor is to own the foreground information and where either supplemental general conditions 9601-6 or general conditions 9624 form part of the Contract. Add the following clause if the Contractor is to be required to protect its or Canada's interest in the intellectual property (usually where there is also a requirement to exploit the intellectual property in Canada).
Legal text for SACC item
The Contractor shall take reasonable measures to protect the Intellectual Property Rights in the Foreground Information, and in any case shall take at least the same measures as it takes in relation to other similar intellectual property owned by the Contractor.
2001-05-25SupersededK3005DARCHIVED Protection of Intellectual Property
1994-01-04SupersededK3005DARCHIVED Protection of Intellectual Property
1991-12-19SupersededK3005DARCHIVED Protection of Intellectual Property
K3006D
1995-12-15CancelledK3006DARCHIVED Design - Property of Canada
Remarks – Recommended Use of SACC Item
Use the following clause for procurement of any items where design is property of Canada.
Legal text for SACC item
The Contractor acknowledges that the design of the goods to be produced including all markings, writings and inscriptions is the property of Canada and agrees that it will not manufacture, sell or offer for sale, goods of the same design including such markings, writings and inscriptions to any person or corporation other than Canada without the Minister's prior written authorization.
K3010D
1992-12-01CancelledK3010DARCHIVED Disclosure to Other Governments
Remarks – Recommended Use of SACC Item
Add the following clause in a contract or part of a contract where clause K3000D is used, if the intellectual property is to be disclosed to other governments. It is unnecessary to use this clause in a contract or part of a contract where clause K3001D is used, unless a clause requiring Canada to keep the intellectual property confidential is included.
Legal text for SACC item
In addition to the licence set out in subsection (5) of the Intellectual Property Rights clause referenced in this document, the Contractor agrees that Canada may disclose to other governments, for information purposes only, the Foreground Intellectual Property.
1991-12-19SupersededK3010DARCHIVED Disclosure to Other Governments
K3015C
2008-05-12ActiveK3015CConfidentiality of Foreground Information
Remarks – Recommended Use of SACC Item
Use the following clause in contracts if the contractor is required to keep the foreground information confidential for a specific period of time following the performance of the contract. This clause would be suitable where the client department wishes to give the intellectual property rights to the contractor but wishes to prevent publishing and to restrict disclosure of that information for a period of time for security or other reasons.
Use this clause in conjunction with supplemental general conditions 4006 or general conditions 2040 .
Legal text for SACC item
The Contractor, during the performance of the Contract and for a period of _____ months after the Contract, must keep confidential and must not publish or otherwise disclose to any person any Foreground Information, except as may be necessary to perform the Work under the Contract. The Contractor must impose the same obligation of confidentiality on any person to whom the information is disclosed to perform the Work.
K3015D
2004-12-10SupersededK3015DARCHIVED Foreground Information - Confidentiality
Remarks – Recommended Use of SACC Item
Use the following clause only where the Contractor is to own the foreground information and where either supplemental general conditions 9601-6 or general conditions 9624 form part of the Contract. Add the following clause where the Contractor is to be required to keep foreground information confidential for a specific period of time following completion of the Contract. This clause would be suitable where the client department wishes to give the intellectual property rights to the Contractor but wishes to prevent publishing and to restrict disclosure of that information for a period of time for security or other reasons.
Legal text for SACC item
The Contractor, during the performance of the Contract and for a period of _____ months thereafter, shall keep confidential and shall not publish or otherwise disclose to any person any Foreground Information, except as may be necessary to carry out the Work under the Contract in which case the Contractor shall impose the same obligation of confidentiality on any person to whom the information is disclosed. The foregoing obligation does not apply to any Foreground Information where the same information is publicly available form a source other than Canada.
2001-12-10SupersededK3015DARCHIVED Foreground Information - Confidentiality
2001-05-25SupersededK3015DARCHIVED Technical Information - Confidentiality
2000-12-01SupersededK3015DARCHIVED Technical Information - Confidentiality
1994-01-04SupersededK3015DARCHIVED Technical Information - Confidentiality
1991-12-19SupersededK3015DARCHIVED Confidentiality of Technical Information
K3020C
2008-05-12ActiveK3020CLicence to Canada's Information
Remarks – Recommended Use of SACC Item
Use the following in contracts if the client department is willing, for commercial exploitation or further development of the foreground information, to give the contractor access to information over and above any Canada-owned technical information disclosed to the contractor for purposes of performing the contract. If appropriate, replace "certain Canada-owned information" by a list of specific items.
Use this clause in conjunction with supplemental general conditions 4006 or general conditions 2040 .
Legal text for SACC item
If commercial exploitation or further development of the Foreground Information reasonably requires the use of certain Canada-owned information other than that supplied to the Contractor for purposes of the Contract, Canada may provide the Contractor with a license for that purpose, on conditions to be negotiated between the Contractor and the client department or agency for whom the Work is being performed. Those conditions may include the payment of compensation. The Contractor must give the client department or agency an explanation as to why such a license is required. The client department or agency must respond in writing to the request within a reasonable period of time.
K3020D
2004-12-10SupersededK3020DARCHIVED Licence to Canada's Information
Remarks – Recommended Use of SACC Item
Use the following clause only where the Contractor is to own the foreground information and where either supplemental general conditions 9601-6 or general conditions 9624 form part of the Contract. Add the following clause where the client department is willing to give the Contractor access to information over and above any Canada-owned technical information disclosed to the Contractor for purposes of carrying out the Contract. If appropriate, replace "certain Canada-owned information" by a list of specific items.
Legal text for SACC item
If commercial exploitation or further development of the Foreground Information, the Intellectual Property Rights in which vest in the Contractor pursuant to section 23 of general conditions 9624 or section 03 of supplemental general conditions 9601-6, whichever forms part of the Contract, reasonably requires the use of certain Canada-owned information other than that supplied to the Contractor for purposes of the Contract, Canada may provide the Contractor with a license for that purpose, on terms and conditions to be negotiated between the Contractor and the minister for whose department or agency the Work is being or was carried out and which terms and conditions may include the payment of compensation. The Contractor must set out its request for such a license in writing, with an explanation as to why the license is required. The minister for whose department or agency the Work is being or was carried out shall respond in writing to the request within a reasonable period of time. If the Contractor`s request is refused, the said minister's reply shall provide an explanation for the refusal.
2001-05-25SupersededK3020DARCHIVED Licence to Canada's Information
2000-12-01SupersededK3020DARCHIVED Licence to Canada's Information
1994-01-04SupersededK3020DARCHIVED License to Canada's Information
1991-12-19SupersededK3020DARCHIVED Commercial Exploitation
K3025D
2004-12-10CancelledK3025DARCHIVED License to Intellectual Property Rights in Background Information (Contractor Owns)
Remarks – Recommended Use of SACC Item
Use the following clause only where the Contractor is to own the foreground information and where supplemental general conditions 9601-6 form part of the Contract. This clause is intended for use where the Contractor is engaged to, essentially, produce a new product and where the client department has determined that it wishes to have a broader license to the Contractor's Background Information to allow for further development of that product, including, possibly, production of it for Canada's use.
Legal text for SACC item
1. Section 05 of supplemental general conditions 9601-6 is deleted and replaced by the following: "05 License to Intellectual Property Rights in Background Information 1. Without restricting the scope of any license or other right in the Background Information that Canada may otherwise hold, the Contractor hereby grants to Canada a non-exclusive, perpetual, irrevocable, worldwide, fully-paid and royalty-free license to exercise such of the Intellectual Property Rights in any Background Information incorporated into the Work or necessary for the performance of the Work as may be required in order for Canada to exercise its license in the Intellectual Property Rights in the Foreground Information. The Contractor agrees, subject to subsection 4, to make any such Background Information (including, in the case of Software, source code) promptly available to Canada for any such purpose. 2. The Contractor acknowledges that Canada may wish to award contracts for a purpose contemplated in subsection 1 and that such contract awards may follow a competitive process. The Contractor agrees that Canada's license in relation to the Intellectual Property Rights in Background Information includes the right to disclose the Background Information to bidders for such contracts, and to sublicense or otherwise authorize the use of that information by any contractor engaged by Canada solely for the purpose of carrying out such a contract. Canada shall require bidders and the contractor not to use or disclose any Background Information except as may be necessary to bid for or to carry out that contract. 3. Where the Intellectual Property Rights in any Background Information are owned by a Subcontractor at any tier, the Contractor shall either obtain a license from that Subcontractor that permits compliance with subsections 1 and 2 or arrange for the Subcontractor to convey directly to Canada the same rights by execution of the form provided for that purpose by the Minister, in which case the Contractor shall deliver that form to the Minister, duly completed and executed by the Subcontractor, no later than the time of disclosure to Canada of that Background Information. 4. Notwithstanding subsection 1, the license set out therein shall not apply to any Software that is subject to detailed license conditions that are set out elsewhere in the Contract. Furthermore, in the case of commercial off-the-shelf software, the Contractor's obligation to make the source code promptly available to Canada for a purpose set out in subsection 1 shall apply only to source code that is within the control of or can be obtained by the Contractor or any Subcontractor, and in that event the Contractor shall, if requested by Canada, make the source code available to Canada within reasonable delivery times and on reasonable other commercial terms." 2. Subsection 1 of section 10 of supplemental general conditions 9601-6 is deleted and replaced by the following: "10. Waiver of Moral Rights 1. The Contractor shall provide to Canada, at the completion of the Work or at such other time as the Minister may require, a written permanent waiver of moral rights (as this term is defined in the Copyright Act, R.S. 1985, c. C-42), in a form acceptable to the Minister, from every author that contributed to any Foreground Information which is subject to copyright protection and which is deliverable to Canada under the terms of the Contract."
2001-12-10SupersededK3025DARCHIVED License to Intellectual Property Rights in Background Information (Contractor Owns)
2001-05-25SupersededK3025DARCHIVED License to Intellectual Property Rights in Background Information (Contractor Owns)
2000-12-01SupersededK3025DARCHIVED Background Information Development Licence
1994-01-04SupersededK3025DARCHIVED Background Information Development Licence
1992-12-01SupersededK3025DARCHIVED Access to Background IP
1991-12-19SupersededK3025DARCHIVED Access to Background IP
K3030C
2021-05-20ActiveK3030CLicense to Material Subject to Copyright
Remarks – Recommended Use of SACC Item
Use the following clause in contracts if the client department has decided that the copyright in the work will belong to the contractor but the client wishes to obtain a license to exercise all rights comprised in the copyright in the work arising in the contractor's performance of the contract.
Use this clause in conjunction with general conditions 2035 , 2010B and clause K3002C to delete the existing copyright clause. Do not use this clause in conjunction with general conditions 2040 .
Legal text for SACC item
- In this section, "Material" means anything that is created or developed by the Contractor as part of the Work under the Contract, and in which copyright subsists.
- The Contractor grants to Canada a non-exclusive, perpetual, irrevocable, world-wide, fully-paid and royalty-free license to exercise all rights comprised in the copyright in the Material, for any government purposes. Canada may use independent contractors in the exercise of Canada's license pursuant to this clause.
- Copyright in any translation of the Material made by or for Canada belongs to Canada. Canada agrees to reproduce the Contractor's copyright notice, if any, on all copies of the Material, and to acknowledge the Contractor's title to the copyright in the original Work on all copies of translations of the Material effected by or for Canada.
- No restrictions other than those set out in this section must apply to Canada's use of copies of the Material or of translated versions of the Material.
- At the request of Canada, the Contractor must provide to Canada, at the completion of the Work or at such other time as Canada may require, a written permanent waiver of moral rights, in a form acceptable to Canada, from every author that contributed to the Material. If the Contractor is an author of the Material, the Contractor permanently waives its moral rights in respect of the Material.
2010-01-11SupersededK3030CARCHIVED License to Material Subject to Copyright
2008-05-12SupersededK3030CARCHIVED License to Material Subject to Copyright
K3030D
2004-12-10SupersededK3030DARCHIVED License to Material Subject to Copyright
Remarks – Recommended Use of SACC Item
Use the following clause in combination with general conditions 9676 or 9601, and clause K3002D, in a Contract which does not involve any research and development, where it is anticipated that the intellectual property arising from the Work under the Contract, if any, will be negligible. The following clause may be used in combination with K3002D where the client department wishes to ensure that it obtains a license to exercise all rights comprised in the copyright, if any, in a protected Work arising in the Contractor's performance of the Contract, but does not require a license to exercise any other intellectual property rights arising from the Work under the Contract. Do not use this clause in conjunction with general conditions 9624.
Legal text for SACC item
1. In this clause, "Material" means anything that is created or developed by the Contractor as part of the Work under the Contract, and in which copyright subsists. 2. The Contractor hereby grants to Canada a non-exclusive, perpetual, irrevocable, world-wide, fully-paid and royalty-free license to exercise all rights comprised in the copyright in the Material, for any public purpose. 3. Copyright in any translation of the Material made by or for Canada shall vest in Canada. 4. Canada may use independent contractors in the exercise of Canada's license pursuant to this clause. 5. Canada shall reproduce the Contractor's copyright notice, if any, on all copies of the Material, and Canada shall acknowledge the Contractor's title to the copyright in the original work on all copies of translations of the Material effected by or for Canada. 6. No restrictions other than those set out in this section shall apply to Canada's use of copies of the Material or of translated versions of the Material. 7. At the request of the Minister, the Contractor shall provide to Canada, at the completion of the Work or at such other time as the Minister may require, a written permanent waiver of Moral Rights, in a form acceptable to the Minister, from every author that contributed to the Material. 8. If the Contractor is an author of the Material, the Contractor hereby permanently waives the Contractor's Moral Rights in respect of the Material.
2001-05-25SupersededK3030DARCHIVED License to Material Subject to Copyright
2000-12-01SupersededK3030DARCHIVED Right to Use, Copy and Translate
1994-01-04SupersededK3030DARCHIVED Right to Use, Copy and Translate
1992-12-01SupersededK3030DARCHIVED Right to Use, Copy and Translate
K3053C
2008-05-12ActiveK3053CPublication Rights
Remarks – Recommended Use of SACC Item
Use the following clause in contracts when copyright belongs to Canada and the client department agrees to give publication rights at the request of the contractor.
This clause is not required if the contractor will own the intellectual property rights.
Legal text for SACC item
- In this section,
- "copyright work" means any work in which a copyright may subsist, produced in or as a result of performing the Contract;
- "publication" or "publish" do not include disclosure to an academic supervisor or appraiser, for the sole purpose of academic evaluation.
- Canada grants to the Contractor and to the author a royalty-free non-exclusive license to publish or have published any copyright work in the course of the normal dissemination of knowledge in the subject field. The Contractor or the author must not however publish or have published any copyright work during the performance of the Contract or for a period of ________ (insert the the number of days, months or years) after without obtaining before the written consent of Canada.
- Any copyright work published by or on behalf of the Contractor or the author must acknowledge that the Work was performed under the Contract with Canada, unless specified otherwise by Canada.
2004-05-14SupersededK3053CARCHIVED Publication Rights
K3200T
2023-06-08ActiveK3200TBasis for Canada's Ownership of Intellectual Property
Remarks – Recommended Use of SACC Item
Use this clause in all bid solicitations when the client department or agency has determined that Canada will own any intellectual property arising from the work under the contract.
Contracting officers will insert one or more of the following reasons for Canada to claim ownership of the intellectual property rights in foreground information, as identified by the client department or agency, based on the exceptions or exemption set out in the Policy on Title to Intellectual Property Arising Under Crown Procurement Contracts :
- national security;
- statutes, regulations or prior obligations of Canada to a third party or parties preclude Contractor ownership of the Intellectual Property Rights in Foreground Information;
- the Bidder declares in writing that they are not interested in owning the Intellectual Property Rights in Foreground Information;
- the main purpose of the Contract, or of the deliverables contracted for, is to generate knowledge and information for public dissemination;
- the main purpose of the Contract, or of the deliverables contracted for, is to augment an existing body of Canada's Background Information as a prerequisite to the transfer of the expanded Background to the private sector, through licensing or assignment of ownership (not necessarily to the original Contractor), for the purposes of Commercial Exploitation;
- the main purpose of the Contract, or of the deliverables contracted for, is to deliver a not-yet fully developed component or subsystem that will be incorporated into a complete system at a later date, as a prerequisite to the planned transfer of the complete system to the private sector, through licensing or assignment of ownership, for the purposes of Commercial Exploitation;
- the Intellectual Property in Foreground Information consists of material subject to copyright, with the exception of computer software and all documentation pertaining to that software;
- an exemption has been granted through a Treasury Board submission.
Legal text for SACC item
The _____ (insert the name of the client department or agency) has determined that any intellectual property rights arising from the performance of the Work under the resulting contract will belong to Canada, for the following reasons, as set out in the Policy on Title to Intellectual Property Arising Under Crown Procurement Contracts: _____ (insert one or more of the reasons listed above for Canada to claim ownership of Intellectual Property Rights in Foreground Information).
2016-01-28SupersededK3200TARCHIVED Basis for Canada's Ownership of Intellectual Property
2008-12-12SupersededK3200TARCHIVED Basis for Canada's Ownership of Intellectual Property
2008-05-12SupersededK3200TARCHIVED Basis for Canada's Ownership of Intellectual Property
2003-05-30SupersededK3200TARCHIVED Basis for Canada's Ownership of Intellectual Property
2001-05-25SupersededK3200TARCHIVED Basis for Canada's Ownership of Intellectual Property
1994-01-04SupersededK3200TARCHIVED Ownership of Intellectual Property
1991-12-19SupersededK3200TARCHIVED Ownership of Intellectual Property
K3300D
1992-12-01CancelledK3300DARCHIVED Intellectual Property Rights
Remarks – Recommended Use of SACC Item
Research and Development Clause - Canada Retains Intellectual Property Rights Use the following clause in a contract or part of a contract involving research and development that is for the purchase of goods, where Canada may require the right to use the contractor's Background Intellectual Property for the operation or maintenance of the goods. Use clause K3301D in any contract or part of a contract that is primarily for research and development, including a contract that is for the design phases of a multi-phase procurement of a major system, and where Canada will retain title to intellectual property developed under the contract. Do not use in conjunction with General Conditions DSS-MAS 9076, or with General Conditions DSS-MAS 9224 which have their own clauses. NOTE: This clause must be used in conjunction with clause K3400D.
Legal text for SACC item
(1) In the Contract: (a) "Background Intellectual Property" means all Technical Information that is not Foreground Intellectual Property, and that is proprietary to the Contractor, its subcontractors or any other supplier of the Contractor; (b) "Foreground Intellectual Property" means any Invention first conceived, developed or reduced to practice as part of the Work under the Contract and all Technical Information collected, developed or produced as part of the Work under the Contract; (c) "Invention" means any new and useful art, process, methodology, technique, machine, manufacture or composition of matter, or any new and useful improvement of any art, process, methodology, technique, machine, manufacture or composition of matter, whether or not patentable; and (d) "Technical Information" means all information of a scientific or technical nature relating to the Work, whether oral or recorded in any form or medium and whether or not copyrightable, including but not limited to Inventions, designs, methods, processes, techniques, know-how, reports, drawings, plans, specifications, photographs, models, prototypes, patterns, samples, schematics, experimental or test data, and computer software, source code, data files, and documentation. (2) The Contractor shall promptly report and fully disclose to the Minister the conception, development, or reduction to practice of any Invention that could be Foreground Intellectual Property, and shall report and fully disclose to the Minister all other Foreground Intellectual Property at the completion of the Work or at such other time as the Minister or the Contract may require. (3) Copyright, patent and all other proprietary rights to all Foreground Intellectual Property shall, immediately upon its conception, development, reduction to practice or production, vest in and remain the property of Canada, and the Contractor agrees that it shall have no right in or to any such Foreground Intellectual Property except any right that may be granted by Canada. The Contractor hereby permanently waives its moral rights, as defined in the Copyright Act, R.S.C. 1985, c. C-42, to all Technical Information conceived, prepared or developed by the Contractor as part of the Work under the Contract, and shall provide to Canada, at the completion of the Contract or at such other time as the Contract or the Minister may require, a written permanent waiver of such moral rights from every author who contributed to such Technical Information in a form acceptable to the Minister. (4) Where the Contract involves the custom design or manufacture of any part of the Work, the Contractor hereby grants to Canada a non-exclusive, irrevocable, world-wide, fully paid and royalty-free licence to use such of the Background Intellectual Property incorporated into the Work or necessary for the performance of the Work as may be required solely for the following purposes: (a) for the operation, maintenance, repair or overhaul of that part of the Work; (b) for the purpose of manufacturing spare parts for maintenance, repair or overhaul of that part of the Work by Canada if those parts are not reasonably available to enable timely maintenance, repair or overhaul; and (c) solely for the purposes set out in paragraphs (a) and (b), and only if the Contractor is unable or unwilling to carry out the maintenance, repair or overhaul or provide the spare parts on reasonable commercial terms and within reasonable delivery times, to disclose the necessary Background Intellectual Property to a contractor to be used only for that purpose; and the Contractor agrees to make any such Background Intellectual Property promptly available to Canada for any such purpose. (5) The Contractor shall not, without the written permission of the Minister, incorporate into the Work any Background Intellectual Property unless it owns or has procured the rights to the intellectual property necessary to comply with subsections (3) and ( 4). (6) The Contractor shall not at any time use or disclose to any person any Foreground Intellectual Property referred to in subsection (3) except as may be necessary to carry out the Work under the Contract, and shall not sell, other than to Canada, any articles or things embodying any such Foreground Intellectual Property. Subject to the Access to Information Act, R.S.C. 1985, c. A-1 and to any right of Canada under this Contract to sublicense the use of the Background Intellectual Property, Canada shall not release or disclose outside the Government of Canada any Background Intellectual Property incorporated into or used in the Work. The foregoing obligations of a party do not apply to any intellectual property if the same information: (a) is publicly available from a source other than that party; (b) is or becomes known to that party from a source other than the other party, except from any source that is known to that party to be under an obligation to the other party not to disclose the intellectual property; or (c) in the case of Canada, is independently developed by Canada. (7) Before or after final payment to the Contractor, the Minister shall have the right to examine all records and supporting data of the Contractor which the Minister reasonably deems pertinent to the discovery or identification of Technical Information to which subsection (2) applies. (8) Where title to or the copyright, patent, or other proprietary rights in Technical Information or any other thing or information vests in Canada under the Contract, the Contractor shall execute such conveyances or other documents relating to title or copyright, patent, or other proprietary rights as the Minister may require, and the Contractor shall, at Canada's expense, afford the Minister all reasonable assistance in the prosecution of any patent application or registration of copyright or an industrial design, including the assistance of the inventor in the case of Inventions.
1991-12-19SupersededK3300DARCHIVED Intellectual Property Rights
K3301D
1992-12-01CancelledK3301DARCHIVED Intellectual Property Rights
Remarks – Recommended Use of SACC Item
Research and Development Clause - Canada Retains Intellectual Property Rights Use the following clause in a contract or part of a contract that is for research and development, including a contract that is for the design phases of a multi-phase procurement of a major system, and where Canada will retain title to intellectual property developed under the contract. Do not use in conjunction with General Conditions DSS-MAS 9076, or with General Conditions DSS-MAS 9224 which have their own clauses. An alternative to the use of this clause with a set of general conditions is to use General Conditions DSS-MAS 9224 with clause K3302D. NOTE: This clause must be used in conjunction with clause 3400D.
Legal text for SACC item
(1) In the Contract: (a) "Background Intellectual Property" means all Technical Information that is not Foreground Intellectual Property, and that is proprietary to the Contractor, its subcontractors or any other supplier of the Contractor; (b) "Foreground Intellectual Property" means any Invention first conceived, developed or reduced to practice as part of the Work under the Contract and all Technical Information collected, developed or produced as part of the Work under the Contract; (c) "Invention" means any new and useful art, process, methodology, technique, machine, manufacture or composition of matter, or any new and useful improvement of any art, process, methodology, technique, machine, manufacture or composition of matter, whether or not patentable; and (d) "Technical Information" means all information of a scientific or technical nature relating to the Work, whether oral or recorded in any form or medium and whether or not copyrightable, including but not limited to Inventions, designs, methods, processes, techniques, know-how, reports, drawings, plans, specifications, photographs, models, prototypes, patterns, samples, schematics, experimental or test data, and computer software, source code, data files, and documentation. (2) The Contractor shall promptly report and fully disclose to the Minister the conception, development, or reduction to practice of any Invention that could be Foreground Intellectual Property, and shall report and fully disclose to the Minister all other Foreground Intellectual Property at the completion of the Work or at such other time as the Minister or the Contract may require. (3) Copyright, patent and all other proprietary rights to all Foreground Intellectual Property shall, immediately upon its conception, development, reduction to practice or production, vest in and remain the property of Canada, and the Contractor agrees that it shall have no right in or to any such Foreground Intellectual Property except any right that may be granted by Canada. The Contractor hereby permanently waives its moral rights, as defined in the Copyright Act, R.S.C. 1985, c. C-42, to all Technical Information conceived, prepared or developed by the Contractor as part of the Work under the Contract, and shall provide to Canada, at the completion of the Contract or at such other time as the Contract or the Minister may require, a written permanent waiver of such moral rights from every author who contributed to such Technical Information in a form acceptable to the Minister. (4) The Contractor shall, not later than one month after the effective date of the Contract, provide to the Minister a detailed list of all of the Background Intellectual Property that might be used or required by the Contractor or any of its subcontractors or suppliers in the performance of the Contract. All Technical Information used in or incorporated into the Work under the Contract that is not included in the list of Background Intellectual Property provided by the Contractor shall be deemed to be Foreground Intellectual Property that is subject to subsection (3). (5) The Contractor shall not, without the written permission of the Minister, incorporate into the Work any Background Intellectual Property unless it owns or has procured the rights to the intellectual property necessary to comply with subsection (3). (6) The Contractor shall not at any time use or disclose to any person any Foreground Intellectual Property referred to in subsection (3) except as may be necessary to carry out the Work under the Contract, and shall not sell, other than to Canada, any articles or things embodying any such Foreground Intellectual Property. Subject to the Access to Information Act, R.S.C. 1985, c. A-1 and to any right of Canada under this Contract to sublicense the use of the Background Intellectual Property, Canada shall not release or disclose outside the Government of Canada any Background Intellectual Property incorporated into or used in the Work. The foregoing obligations of a party do not apply to any intellectual property if the same information: (a) is publicly available from a source other than that party; (b) is or becomes known to that party from a source other than the other party, except from any source that is known to that party to be under an obligation to the other party not to disclose the intellectual property; or (c) in the case of Canada, is independently developed by Canada. (7) Before or after final payment to the Contractor, the Minister shall have the right to examine all records and supporting data of the Contractor which the Minister reasonably deems pertinent to the discovery or identification of Technical Information to which subsection (2) applies. (8) Where title to or the copyright, patent, or other proprietary rights in Technical Information or any other thing or information vests in Canada under the Contract, the Contractor shall execute such conveyances or other documents relating to title or copyright, patent, or other proprietary rights as the Minister may require, and the Contractor shall, at Canada's expense, afford the Minister all reasonable assistance in the prosecution of any patent application or registration of copyright or an industrial design, including the assistance of the inventor in the case of Inventions.
1991-12-19SupersededK3301DARCHIVED Intellectual Property Rights
K3302D
1992-12-01CancelledK3302DARCHIVED Intellectual Property Rights
Remarks – Recommended Use of SACC Item
Research and Development Clauses - Crown Retains Intellectual Property Rights Use the following clause to replace sections 13, 14, and 15 of General Conditions DSS-MAS 9224 where Canada will retain title to intellectual property developed under the contract. NOTE: This clause must be used in conjunction with clause K3400D.
Legal text for SACC item
(1) Ownership of all Technical Documentation and Prototypes produced by the Contractor in the performance of the Work under the Contract shall, at the time of such production, vest and remain in Her Majesty, and the Contractor shall account fully to the Minister in respect of the foregoing in such manner as the Minister shall direct. (2) All Technical Documentation shall contain the copyright symbol and the following notice: HER MAJESTY THE QUEEN IN RIGHT OF CANADA (YEAR) AS REPRESENTED BY THE MINISTER OF (INSERT THE NAME OF THE GOVERNMENT DEPARTMENT OR AGENCY FOR WHICH THE WORK IS BEING PERFORMED). (3) Ownership of all Technical Information and Inventions conceived or developed or first actually reduced to practice in the performance of the Work under the Contract shall, when conceived, developed or reduced to practice, vest and remain in Her Majesty. Unless otherwise specified in the Contract, the Contractor shall not at any time divulge nor use such Technical Information and Inventions, other than in performing the Work under the Contract, and shall not sell, other than to Her Majesty, any Technical Documentation, articles or things containing or embodying such Technical Information and Inventions. (4) The Contractor agrees to (a) establish and maintain active and effective procedures, including the maintenance of records reasonably necessary to document the conception and the development of Inventions, to ensure that any and all Inventions arising during the course of the Work are properly identified and timely disclosed to Her Majesty; and (b) forward immediately and without delay, in writing, all disclosures of Inventions and Technical Information to the Science Procurement Officer in a form satisfactory to the Science Procurement Officer. (5) Before or after final payment hereunder, the Minister shall have the right to examine all books, records, documents and other supporting data of the Contractor which the Minister reasonably deems pertinent to the discovery or identification of Inventions and Technical Information arising in the course of Work performed under the Contract or to the determination of compliance with the requirements of the Contract. (6) The Contractor shall, at Her Majesty's expense, afford the Minister and the Scientific Authority all reasonable assistance in the prosecution of any patent application or copyright registration which either of them may undertake with respect to the Work, including access to the inventor in the case of Inventions. (7) The Contractor shall, upon the written request of the Minister, furnish all related logistic support and life cycle support data relating to the Work, including lists of suppliers, vendor part numbers, and related drawings, and shall exercise its best efforts to do so at no extra cost to Her Majesty. (8) Where copyright or title to an Invention or any other thing or information vests in Her Majesty under the Contract, the Contractor shall execute such conveyances and other documents relating to copyright or title as the Minister may require.
K3305C
2008-05-12ActiveK3305CLicense to Intellectual Property Rights in Foreground Information
Remarks – Recommended Use of SACC Item
Use the following clause in contracts if Canada owns the foreground information and when supplemental general conditions 4007 or clause K3410C form part of the contract, if Canada is prepared, at the time of contract, to consider granting the contractor a license to exercise the Intellectual Property Rights in the Foreground Information owned by Canada for commercial exploitation or further development.
Article 9.1 of the Intellectual Property Policy states that Canada should not unreasonably refuse to grant a license to the contractor for the contractor's use of the Foreground Information.
Legal text for SACC item
- Subject to subsection 2, if the Contractor wishes to make use of the Foreground Information for purposes of its commercial exploitation or further development, the Contractor may make a written request for a license to the client department or agency for whom the Work is being or was performed. Such a request should be made within thirty (30) working days following the performance of the Work. The Contractor must give the client department or agency an explanation as to why such a license is required. The client department or agency must respond in writing to the request within a reasonable period of time. If the request is refused the response must provide an explanation for the refusal. If the client department or agency agree to grant the license, it will be on conditions to be negotiated between the Contractor and the client department or agency.
- When the Work under the Contract involves the preparation of a database or other compilation using information or data supplied by Canada, or personal information (as this term is defined in the Privacy Act, R.S., 1985, c. P-21) collected by the Contractor as part of the Work, then the license referred to in subsection 1 will be restricted to the Intellectual Property Rights in Foreground Information that are capable of being exploited without the use of such information or data or personal information.
K3305D
2004-12-10SupersededK3305DARCHIVED License to Intellectual Property Rights in Foreground Information (Royalty Free)
Remarks – Recommended Use of SACC Item
Use the following clause where Canada is to own the foreground information and where supplemental general conditions 9601-7 form part of the Contract, if Canada is prepared, at the time of Contract, to consider granting the Contractor a license to exercise the Intellectual Property Rights in the Foreground Information owned by Canada. Article 9.1 of the Intellectual Property (IP) Policy states that Canada should not unreasonably refuse to grant a license to the Contractor for the Contractor's use of the Foreground Information. Article 9.2 of the IP Policy states that where the reason which was invoked for Canada's ownership of the Intellectual Property Rights in the Foreground Information was either: 1. that the main purpose of the Contract, or of the deliverables contracted for, is to augment an existing body of Canada's background information rights as a prerequisite to their planned transfer to the private sector at a later date, through licensing or assignment of ownership to another person, for the purposes of commercial exploitation; or 2. that the main purpose of the Contract, or of the deliverables contracted for, is to deliver a component or subsystem that will be incorporated into a complete system at a later date, as a prerequisite to the planned transfer of the complete system to the private sector, through licensing or assignment of ownership, for purposes of commercial exploitation, then when Canada grants a license for the Foreground Information, the license must be royalty-free. The following clause applies in those circumstances.
Legal text for SACC item
1. Subject to subsection 2, if the Contractor wishes to make use of the Foreground Information for purposes of its commercial exploitation or further development, then the Contractor may make a written request for a license to the minister for whose department or agency the Work is being or was carried out. Such a request should be made within thirty (30) working days following completion of the Work. The Contractor shall give that minister an explanation as to why such a license is required. That minister shall respond in writing to any request for such a license within a reasonable period of time. If the request is refused the response shall provide an explanation for the refusal. Should the minister for whose department the work is being or was carried out agree to grant such a license, it shall be on terms and conditions to be negotiated between the Contractor and that minister. 2. Where the Work under the Contract involves the preparation of a database or other compilation using information or data supplied by Canada, or personal information (as this term is defined in the Privacy Act (R.S.C., c. P-21)) collected by the Contractor as part of the Work, then the license referred to in subsection 1 shall be restricted to the Intellectual Property Rights in Foreground Information that are capable of being exploited without the use of such information or data or personal information.
2001-05-25SupersededK3305DARCHIVED License to Intellectual Property Rights in Foreground Information (Royalty Free)
2000-12-01SupersededK3305DARCHIVED License to Foreground Information
1994-01-04SupersededK3305DARCHIVED License to Foreground Information
1991-12-19SupersededK3305DARCHIVED Licence to Intellectual Property
K3306D
2001-05-25SupersededK3306DARCHIVED License to Intellectual Property Rights in Foreground Information (Possible Royalty)
Remarks – Recommended Use of SACC Item
Use the following clause where Canada is to own the Foreground Information, if the Crown is prepared, at the time of the Contract, to consider granting the Contractor a license to exercise the Intellectual Property Rights in the Foreground Information owned by Canada, on terms and conditions that could include the payment of a royalty by the Contractor. Article 9.1 of the Intellectual Property (IP) Policy states that the Crown should not unreasonably refuse to grant a license to the Contractor for the Contractor's use of the Foreground Information. Where the client department is relying on any exception in the IP Policy for Canada's ownership of the Intellectual Property Rights in the Foreground Information other than those exceptions set out in 6.4.2 or 6.4.3 of the IP Policy, or in the event that 6.4.2 or 6.4.3 of the IP Policy was invoked by the Crown but a license is to be granted to the Contractor as part of the transfer of the final product or complete system to the private sector, then the following clause may be used.
Legal text for SACC item
1. Subject to subsection 2, if the Contractor wishes to make use of the Foreground Information for purposes of its commercial exploitation or further development, then the Contractor may make a written request for a license to the minister for whose department or agency the Work is being or was carried out. Such a request should be made within thirty (30) working days following completion of the Work. The Contractor shall give that minister an explanation as to why such a license is required. That minister shall respond in writing to any request for such a license within a reasonable period of time. If the request is refused the response shall provide an explanation for the refusal. Should the minister for whose department the work is being or was carried out agree to grant such a license, it shall be on terms and conditions to be negotiated between the Contractor and that minister. It is understood that those terms may include payment of compensation to Canada. 2. Where the Work under the Contract involves the preparation of a database or other compilation using information or data supplied by Canada, or personal information (as this term is defined in the Privacy Act (R.S.C., c. P-21)) collected by the Contractor as part of the Work, then the license referred to in subsection 1 shall be restricted to the Intellectual Property Rights in Foreground Information that are capable of being exploited without the use of such information or data or such personal information.
K3310C
2008-05-12ActiveK3310CNo Right for Contractor to Sub-license
Remarks – Recommended Use of SACC Item
Use the following clause in contracts only if Canada owns the Intellectual Property Rights in the Foreground Information pursuant to the conditions of the contract and agrees to grant a license to the contractor to use the foreground information without the right to sublicense the use of that foreground information.
Use this clause in conjunction with K3305C .
Legal text for SACC item
The Contractor does not have the right to sub-license or otherwise authorize any party to exercise any of the Intellectual Property Rights in the Foreground Information.
K3310D
2001-05-25SupersededK3310DARCHIVED No Right for Contractor to Sub-license
Remarks – Recommended Use of SACC Item
Use the following clause only where Canada is to own the Intellectual Property Rights in the Foreground Information pursuant to the terms of the Contract The following clause may be used where Canada is to own the Intellectual Property Rights in the Foreground Information but Canada is prepared to license the Contractor to exercise same. Add the following clause if the Contractor is not to be permitted to sub-license the use of the Foreground Information.
Legal text for SACC item
The Contractor shall not have the right to sub-license or otherwise authorize any party to exercise any of the Intellectual Property Rights in the Foreground Information.
2000-12-01SupersededK3310DARCHIVED No Right for Contractor to Sub-license
1994-01-04SupersededK3310DARCHIVED No Right for Contractor to Sublicense
1991-12-19SupersededK3310DARCHIVED No Right for Contractor to Sublicense
K3315C
2008-05-12ActiveK3315CLicense to Intellectual Property Rights in Canada-owned Information
Remarks – Recommended Use of SACC Item
Use the following clause in contracts when Canada will own the foreground information pursuant to supplemental general conditions 4007 or clause K3410C , if the client department or agency agrees to grant the contractor access to Canada-owned information for purposes of contractor's further development or commercial exploitation of the licensed foreground information, where such development and commercial exploitation is permitted under the license from Canada. Such a license to Canada-owned information would be negotiated separately between the client department or agency and the contractor.
If appropriate, replace "certain Canada-owned information" by a list of specific items Canada may be willing to licence to the contractor.
Use this clause in conjunction with K3305C .
Legal text for SACC item
If the Contractor wishes to make use of certain Canada-owned information for purposes of the commercial exploitation or further development of the Foreground Information licensed to the Contractor, the Contractor may make a written request for a license to exercise the required Intellectual Property Rights in such Canada-owned information, to the client department or agency for whom the Work is or was performed. The Contractor must give the client department or agency an explanation as to why such a license is required. The client department or agency must respond in writing to any request for such a license within a reasonable period of time. If the client department or agency agree to grant such a license, it will be on conditions to be negotiated between the Contractor and the client department or agency. It is understood that those conditions may include payment of compensation to Canada.
K3315D
2004-12-10SupersededK3315DARCHIVED License to Intellectual Property Rights in Canada-owned Information
Remarks – Recommended Use of SACC Item
Use the following clause where Canada will own the foreground information pursuant to supplemental general conditions 9601-7 or clause K3410D, where K3305D or K3306D will be used and where the client department is, at the time of the Contract, prepared to grant the Contractor access to Canada-owned information for purposes of Contractor's further development or commercial exploitation of the foreground information, where such development and commercial exploitation is permitted under license from Canada. Such a license to Canada-owned information would be negotiated separately between Canada and the Contractor, for purposes of the commercial exploitation of the foreground information. If appropriate, replace "certain Canada-owned information" by a list of specific items Canada may be willing to licence to the Contractor.
Legal text for SACC item
If the Contractor wishes to make use of certain Canada-owned information for purposes of the commercial exploitation or further development of the Foreground Information, and where Canada has granted or grants a license to the Intellectual Property Rights in the Foreground Information for such purposes, then the Contractor may make a written request for a license to exercise the required Intellectual Property Rights in such Canada-owned information, to the minister for whose department or agency the Work is being or was carried out. The Contractor shall give that minister an explanation as to why such a license is required. That minister shall respond in writing to any request for such a license within a reasonable period of time. Should the minister for whose department the Work is being or was carried out agree to grant such a license, it shall be on terms and conditions to be negotiated between the Contractor and that minister. It is understood that those terms may include payment of compensation to Canada.
2001-05-25SupersededK3315DARCHIVED License to Intellectual Property Rights in Canada-owned Information
2000-12-01SupersededK3315DARCHIVED Licence to Canada's Information
1994-01-04SupersededK3315DARCHIVED License to Canada's Information
1991-12-19SupersededK3315DARCHIVED Licence to Intellectual Property
K3320D
2004-12-10CancelledK3320DARCHIVED License to Intellectual Property Rights in Background Information
Remarks – Recommended Use of SACC Item
Use this clause where the Contractor is engaged to, essentially, produce a new product and where the Responsible Department has determined that it wishes to have a broader license to the Contractor's Background Information to allow for further development of that product, including, possibly, production of it for Canada's use.
Legal text for SACC item
Section 04 of supplemental general conditions 9601-7 is deleted and replaced by the following: "04 License to Intellectual Property Rights in Background Information 1. Without restricting the scope of any license or other right in the Background Information that Canada may otherwise hold, the Contractor hereby grants to Canada a non-exclusive, perpetual, irrevocable, worldwide, fully-paid and royalty-free license to exercise such of the Intellectual Property Rights in any Background Information incorporated into the Work or necessary for the performance of the Work as may be required in order for Canada to exercise its Intellectual Property Rights in the Foreground Information. The Contractor agrees, subject to subsection 4, to make any such Background Information (including, in the case of Software, source code) promptly available to Canada for any such purpose. 2. The Contractor acknowledges that Canada may wish to award contracts for a purpose contemplated in subsection 1 and that such contract awards may follow a competitive process. The Contractor agrees that Canada's license in relation to the Intellectual Property Rights in the Background Information includes the right to disclose the Background Information to bidders for such contracts and to sublicense or otherwise authorize the use of that information by any contractor engaged by Canada solely for the purpose of carrying out such a contract. Canada shall require bidders and the Contractor not to use or disclose any Background Information except as may be necessary to bid for or to carry out that contract. 3. Where the Intellectual Property Rights in any Background Information are owned by a Subcontractor at any tier, the Contractor shall either obtain a license from that Subcontractor that permits compliance with subsections 1 and 2 or arrange for the Subcontractor to convey directly to Canada the same rights by execution of the form provided for that purpose by the Minister, in which case the Contractor shall deliver that form to the Minister, duly completed and executed by the Subcontractor, no later than the time of disclosure to Canada of that Background Information. 4. Notwithstanding subsection 1, the license set out therein shall not apply to any Software that is subject to detailed license conditions that are set out elsewhere in the Contract. Furthermore, in the case of commercial off-the-shelf software, the Contractor's obligation to make the source code promptly available to Canada for a purpose set out in subsection 1 shall apply only to source code that is within the control of or can be obtained by the Contractor or any subcontractor, and in that event the Contractor shall, if requested by Canada, make the source code available to Canada within reasonable delivery times and on reasonable other commercial terms."
2001-12-10SupersededK3320DARCHIVED License to Intellectual Property Rights in Background Information
2001-05-25SupersededK3320DARCHIVED Alternative Background License (Broader)
K3400D
2000-12-01CancelledK3400DARCHIVED Intellectual Propriety Condition Substitutions
Remarks – Recommended Use of SACC Item
This clause must be used in conjunction with the basic "Intellectual Property Rights" clauses: K3000D, K3001D, K3002D, K3300D, K3301D AND K3302D, TO CLEARLY STIPULATE which sections of the general condition sets are being replaced.
Legal text for SACC item
Clause _____ (number), _____(title), referenced in this document, replaces the following provisions of the General Conditions and Supplemental General Conditions: [Delete those items that do not apply, as well as this instruction] DSS-MAS 1026A: section 18 (Patent Licences and Use of Technical Information) DSS-MAS 1026B: section 17 (Patent Licences and Use of Technical Information) DSS-MAS 1036: section 04 (Ownership of Inventions).
1994-01-04SupersededK3400DARCHIVED Intellectual Propriety Condition Substitutions
1992-12-01SupersededK3400DARCHIVED Intel. Prop. Condition Substitutions
1992-04-01SupersededK3400DARCHIVED Intel. Prop. Condition Substitutions
1991-12-19SupersededK3400DARCHIVED Intel. Prop. Condition Substitutions
K3405D
2001-05-25CancelledK3405DARCHIVED Foreground Information License Amendment
Remarks – Recommended Use of SACC Item
Use this clause in conjunction with DSS-MAS 9601-6, "Contractor to Own Intellectual Property Rights in Foreground Information", where Canada requires the right to make, copy, translate, use, practice, produce or further develop designs and other intellectual property developed under the contract for any government purpose except sale or licensing in commercial competition with the contractor.
Legal text for SACC item
Subsection 04 of DSS-MAS 9601-6, "Contractor to Own Intellectual Property Rights in Foreground Information", is amended by deleting paragraph 1. in its entirety and by substituting the following therefor: 04 License to Intellectual Property Rights in Foreground Information "1. The Contractor hereby grants to Canada a non-exclusive, irrevocable, worldwide, fully-paid and royalty-free license to make, copy, translate, use, practice, produce or further develop all Foreground Information for any government purpose except sale or licensing in commercial competition with the Contractor. Canada's license also includes the right to disclose the Foreground Information to other governments for information purposes only. Without limiting the foregoing, Canada's license with respect to any Foreground Information that is Software includes the right to modify that Software, and, where applicable, to use it, or any modified form of it, on any and all computer systems owned, leased or operated by Canada anywhere in the world."
2000-12-01SupersededK3405DARCHIVED Foreground Information Licence Amendment
1994-01-04SupersededK3405DARCHIVED Foreground Information License Amendment
K3410C
2022-12-01ActiveK3410CCanada to own intellectual property rights in foreground information
Remarks – Recommended Use of SACC Item
Use the following clause in contracts when there is an element of intellectual property and Canada is to own intellectual property rights in foreground information.
Use this clause in conjunction with general conditions 2040 where Canada is to own the foreground information.
Legal text for SACC item
- The general conditions 2040 are amended by deleting the sections entitled "Records and Disclosure of Foreground Information", Ownership of Intellectual Property Rights in Foreground Information", "Licenses to Intellectual Property Rights in Foreground and Background Information", "Contractor's Rights to Grant Licenses", "Waiver of Moral Rights", "License to Intellectual Property Rights in Canada's Information", "Transfer or License of Contractor's Rights", "Transfer of Intellectual Property Rights upon Termination of the Contract for Default", and "Products Created Using the Foreground Information" in their entirety. This section applies in lieu of those sections.
- Record Keeping and Provision of Information
- During and after the performance of the Contract, the Contractor must keep detailed records of the Foreground Information, including details of its creation. The Contractor must report and fully disclose to Canada all Foreground Information as required by the Contract. If the Contract does not specifically state when and how the Contractor must do so, the Contractor must provide this information if requested by the Contracting Authority, whether before or after the completion of the Contract.
- Before and after final payment to the Contractor, the Contractor must provide Canada with access to all records and supporting data that Canada considers pertinent to the identification of Foreground Information.
- For any Intellectual Property that was developed or created in relation to the Work, Canada will be entitled to assume that it was developed or created by Canada, if the Contractor's records do not list that Intellectual Property or do not indicate that it was created by the Contractor, or by someone on behalf of the Contractor, other than Canada.
- Contractor Requirements
- All Intellectual Property rights in the Foreground Information belong to Canada as soon as they come into existence. The Contractor has no right in or to any such Intellectual Property Rights in the Foreground Information, except any right that may be granted in writing by Canada.
- The Contractor must incorporate the copyright symbol and one of the following notices, as appropriate into all Foreground Information that is subject to copyright regardless of the form or medium upon which it is recorded: © His Majesty the King in Right of Canada (year), or © Sa Majesté le Roi du chef du Canada (year).
- The Contractor must execute any documents relating to the Intellectual Property Rights in the Foreground Information as Canada may require. The Contractor must, at Canada's expense, provide Canada all reasonable assistance in the preparation of applications and in the prosecution of any applications for registration of any Intellectual Property Rights in any jurisdiction, including the assistance of the inventor in the case on inventions.
- Licensing Requirements
- The Contractor grants to Canada a license to use the Background Information to the extent that it is reasonably necessary for Canada to exercise fully all its rights in the deliverables and in the Foreground Information. This license is non-exclusive, perpetual, irrevocable, worldwide, fully-paid and royalty-free. The license cannot be restricted in any way by the Contractor providing any form of notice to the contrary, including the wording on any shrink-wrapped license attached to any deliverable.
- For greater certainty, Canada's license in the Background Information includes, but is not limited to:
- the right to disclose the Background Information to third parties bidding on or negotiating contracts with Canada and to sublicense or otherwise authorize the use of that information by any contractor engaged by Canada solely for the purpose of carrying out such contracts. Canada will require these third parties and contractors not to use or disclose that information except as may be necessary to bid, negotiate or carry out those contracts;
- the right to disclose the Background Information to other governments for information purposes;
- the right reproduce, modify, improve, develop or translate the Background Information or have it done by a person hired by Canada. Canada, or a person designated by Canada, will own the Intellectual Property Rights associated with reproduction, modification, improvement, development or translation.
- without restricting the scope of any license or other right in the Background Information that Canada may otherwise hold in relation to any custom-designed or custom-manufactured part of the Work, the right to use and disclose to a contractor engaged by Canada the Background Information for the following purposes:
- For the use, operation, maintenance, repair or overhaul of the custom-designed or custom-manufactured parts of the Work;
- In the manufacturing of spare parts for maintenance, repair or overhaul of any custom-designed or custom-manufactured part of the Work by Canada if those parts are not available on reasonable commercial terms to enable timely maintenance, repair or overhaul.
- The Contractor agrees to make the Background Information, including in the case of Software, the source code, promptly available to Canada for any purpose mentioned above. The license does not apply to any Software that is subject to detailed license conditions that are set out elsewhere in the Contract. Furthermore, in the case of commercial off-the-shelf software, the Contractor's obligation to make the source code promptly available to Canada applies only to source code that is within the control of or can be obtained by the Contractor or any subcontractor.
- The Contractor represents and warrants that it has the right to grant to Canada the license and any other rights to use the Background Information. If the Intellectual Property Rights in any Background Information are owned by a subcontractor or any other third party, the Contractor must have a license from that subcontractor or third party that permits compliance with paragraph 4 or arrange, without delay, for the subcontractor or third party to grant promptly the required license directly to Canada.
- If requested by Canada, during and after the Contract, the Contractor must provide a written permanent waiver of moral rights, as defined in the Copyright Act, R.S., 1985, c. C-42, from every author that contributes to any Foreground Information subject to copyright protection that is a deliverable to Canada under the Contract. If the Contractor is an author of the Foreground Information, the Contractor permanently waives the Contractor's moral rights in that Foreground Information.
2015-02-25SupersededK3410CARCHIVED Canada to Own Intellectual Property Rights in Foreground Information
2014-11-27SupersededK3410CARCHIVED Canada to Own Intellectual Property Rights in Foreground Information
2008-12-12SupersededK3410CARCHIVED Canada to Own Intellectual Property Rights in Foreground Information
2008-05-12SupersededK3410CARCHIVED Canada to Own Intellectual Property Rights in Foreground Information
K3410D
2003-05-30SupersededK3410DARCHIVED Canada to Own Intellectual Property Rights in Foreground Information
Remarks – Recommended Use of SACC Item
Use the following clause in conjunction with general conditions 9624,General Conditions - Research & Development, where Canada is to own the foreground information.
Legal text for SACC item
1. The general conditions 9624, General Conditions - Research & Development, are amended by deleting the sections entitled " Contractor to Own Intellectual Property Rights in Foreground Information"; "License to Intellectual Property Rights in Foreground Information"; "License to Intellectual Property Rights in Background Information"; "Right to License"; "Transfer of Intellectual Property Rights in Foreground Information"; "Sale, Assignment, Transfer or Licensing of Intellectual Property Rights in Foreground Information"; "Access to Information; Exception to Contractor Rights" and subsection 22(2) of "Disclosure of Foreground Information" in their entirety. This section applies in lieu of those sections. [Canada to Own Intellectual Property Rights in Foreground Information] 2. Without affecting any Intellectual Property Rights or interests therein that have come into being prior to the Contract, all Intellectual Property Rights in the Foreground Information shall immediately, as soon as they come into existence, vest in and remain the property of Canada. The Contractor shall have no right in or to any such Intellectual Property Rights in the Foreground Information except any right that may be granted in writing by Canada. 3. The Contractor shall incorporate the copyright symbol and either of the following copyright notices, as appropriate, into all Foreground Information that is subject to copyright, regardless of the form in or medium upon which it is recorded: © HER MAJESTY THE QUEEN IN RIGHT OF CANADA (year) or © SA MAJESTÉ LA REINE DU CHEF DU CANADA (year) 4. (a) For greater certainty, the Contractor agrees that where the Work under the Contract involves the preparation of a database or other compilation using information or data supplied by Canada or personal information referred to in paragraph (b), then the Contractor shall not use or disclose any such information or data or personal information for any purpose other than completing the Work under the Contract. The Contractor shall not dispose of such information or data or personal information except by returning it to Canada. The Contractor shall comply with the General Conditions of the Contract in regard to maintaining the confidentiality of such information, data, or personal information. Unless the Contract otherwise expressly provides, the Contractor shall deliver to Canada all such information, data, or personal information, together with every copy, draft, working paper and note thereof that contains such information, data, or personal information upon completion or termination of the Contract or at such earlier time as the Minister may require. (b) For greater certainty and without limiting paragraph 4.(a), if the Work under the Contract involves the collection of personal information as that term is defined in the Privacy Act (R.S., c. P-21), then all Intellectual Property Rights in and title to that personal information shall, immediately upon the collection of it by the Contractor, vest in Canada, and the Contractor shall have no right or interest in it. 5. The Contractor shall execute such conveyances or other documents relating to the Intellectual Property Rights in the Foreground Information as the minister for whose department or agency the Work is being or was carried out may require, and the Contractor shall, at Canada's expense, afford that minister all reasonable assistance in the preparation of applications and in the prosecution of any applications for registration of any Intellectual Property Right in any jurisdiction, including without limitation the assistance of the inventor in the case of Inventions. [License to Intellectual Property Rights in Background Information] 6. Without restricting the scope of any license or other right in the Background Information that Canada may otherwise hold, the Contractor hereby grants to Canada a non-exclusive, perpetual, irrevocable, worldwide, fully-paid and royalty-free license to exercise such of the Intellectual Property Rights in any Background Information incorporated into the Work or necessary for the performance of the Work as may be required in order for Canada to exercise its Intellectual Property Rights in the Foreground Information. The Contractor agrees, subject to subsection 9, to make any such Background Information (including, in the case of Software, source code) promptly available to Canada for any such purpose. 7. The Contractor acknowledges that Canada may wish to award contracts for a purpose contemplated in subsection 6 and that such contract awards may follow a competitive process. The Contractor agrees that Canada's license in relation to the Intellectual Property Rights in the Background Information includes the right to disclose the Background Information to bidders for such contracts and to sublicense or otherwise authorize the use of that information by any contractor engaged by Canada solely for the purpose of carrying out such a contract. Canada shall require bidders and the contractor not to use or disclose any Background Information except as may be necessary to bid for or to carry out that contract. 8. Where the Intellectual Property Rights in any Background Information are owned by a Subcontractor at any tier, the Contractor shall either obtain a license from that Subcontractor that permits compliance with subsections 6 and 7 or arrange for the Subcontractor to convey directly to Canada the same rights by execution of the form provided for that purpose by the Minister, in which case the Contractor shall deliver that form to the Minister, duly completed and executed by the Subcontractor, no later than the time of disclosure to Canada of that Background Information. 9. Notwithstanding subsection 6, the license set out therein shall not apply to any Software that is subject to detailed license conditions that are set out elsewhere in the Contract. Furthermore, in the case of commercial off-the-shelf software, the Contractor's obligation to make the source code promptly available to Canada for a purpose set out in subsection 6 shall apply only to source code that is within the control of or can be obtained by the Contractor or any Subcontractor, and in that event the Contractor shall, if requested by Canada, make the source code available to Canada within reasonable delivery times and on reasonable other commercial terms. [Right to License] 10. The Contractor represents and warrants that the Contractor has, or the Contractor shall obtain, without delay, the right to grant to Canada the license to exercise the Intellectual Property Rights in the Background Information as required by the Contract. [Access to Information; Exception to Contractor Rights] 11. Subject to the Access to Information Act, (R.S., c. A-1) and to any right of Canada under the Contract to release or disclose, Canada shall not release or disclose outside the Government of Canada any Background Information delivered to Canada under the Contract that is confidential information or a trade secret of the Contractor or a Subcontractor. 12. Nothing in these terms and conditions shall be construed as limiting Canada's right to exercise the Intellectual Property Rights in any Background Information, or to disclose any Background Information, to the extent that such information: (a) is or becomes in the public domain, or to the extent that the Contractor does not benefit from or ceases to benefit from any intellectual property rights protection for such information under legislation or at law (other than under the terms of the Contract), for any reason including as a result of Canada's use or disclosure of deliverables under the Contract for any purpose whatever that is not expressly excluded under the Contract; (b) is or becomes known to Canada from a source other than the Contractor, except from any source that is known to Canada to be under an obligation to the Contractor not to disclose the information; (c) is independently developed by or for Canada; or (d) is disclosed under compulsion of a legislative requirement or any order of a court or other tribunal having jurisdiction.
2001-12-10SupersededK3410DARCHIVED Canada to Own Intellectual Property Rights in Foreground Information
2001-05-25SupersededK3410DARCHIVED Canada to Own Intellectual Property Rights in Foreground Information
2000-12-01SupersededK3410DARCHIVED Canada to Own Foreground Information
1994-01-04SupersededK3410DARCHIVED Canada to Own Foreground Information
K3415C
2020-07-01ActiveK3415CCommercialization in Canada
Remarks – Recommended Use of SACC Item
Use the following clause in contracts when the contractor is required to exploit the Intellectual Property in the Foreground Information in Canada.
The following clause must not be used in a contract for the procurement of goods or services which is subject to the procurement disciplines of any of the international trade agreements. Any use of this provision should be tailored to the specific circumstances of the situation as the clause may be difficult to enforce or may impose impractical restrictions on the contractor's commercialization and thus may result in the contractor failing to commercialize the IP . Furthermore, the use of the clause will require on-going monitoring by the client department.
Legal text for SACC item
- In consideration of the Contractor receiving ownership of the Intellectual Property Rights in the Foreground Information, the Contractor agrees that manufacture of any product incorporating or derived from the Foreground Information will be done substantially in Canada and that the provision of any service incorporating or derived from the Foreground Information will be substantially from a base in Canada.
- The client department or agency for whom the Work is being or was performed will determine what evidence will be required to demonstrate that the obligation set out in subsection 1 has been met and will set the time period required to meet it. When the obligation has been met in relation to any part of the Foreground Information, the obligation will cease to apply to that part of the Foreground Information.
If at the end of the period specified by the client department or agency, the obligation to market and sell a product or service as required has not yet been satisfied in relation to any part of the Foreground Information, the Contractor must immediately submit to the client department or agency, a report setting out:
- a description of the efforts that have been and will be made by the Contractor to satisfy the obligation; and
- the reasons why the obligation has not been satisfied.
- At the expiration of the period specified, if the client department or agency for whom the Work is being or was performed is satisfied that the Foreground Information is capable of commercial exploitation in Canada but that:
- the Contractor is incapable of achieving that; or
- the Contractor has not made every reasonable effort to fulfil the obligation; then that client department or agency may invoke either of the remedies set out in subsection 5. If that department is satisfied that the potential value to Canada of commercial exploitation of the Foreground Information substantially in Canada so justifies, it may also extend the time for the Contractor to fulfil the obligation.
The Contractor agrees that any of the following, affecting any part of the Foreground Information, would constitute a breach of the Contractor's obligation entitling Canada to exercise, in relation to that part of the Foreground Information, the option to collect the liquidated damages provided for in the Contract (if any) for such a breach, or, without affecting any other remedy available at law or under the Contract, to exercise a remedy set out in subsection 5:
- the Contractor or any affiliate, subcontractor or agent of the Contractor manufactures outside Canada a product incorporating or derived from the Foreground Information without that product also being manufactured substantially in Canada, or provides from a base outside Canada a service incorporating or derived from the Foreground Information without that service also being provided substantially from a base in Canada;
- through the act or omission, whether direct or indirect, and whether deliberate or negligent, of the Contractor or an employee or a subcontractor (including the sale or assignment of the Foreground Information or license or other authorization of the use of the Foreground Information), any person or entity is enabled to manufacture outside Canada a product incorporating or derived from the Foreground Information without that product also being manufactured substantially in Canada, or to provide from a base outside Canada a service incorporating or derived from the Foreground Information without that service also being provided substantially from a base in Canada;
- the Contractor or a controlling interest in the Contractor, is acquired by a person not resident in Canada or by an entity controlled outside of Canada, and that person, or other entity does not enter into an agreement with the department or agency for whom the Work is being or was carried out concerning the use of the Foreground Information, promptly and before a breach described in paragraph (a) or (b) has occurred; or
- to the extent permitted by the laws applicable in Canada, the Contractor becomes bankrupt or insolvent, makes an assignment for the benefit of creditors, or takes the benefit of any statute relating to bankrupt or insolvent debtors, or the Contractor suffers the appointment against it of a receiver under a debt instrument or by a court, or an order is made or a resolution passed for the winding up of the Contractor.
- In the event of a breach of subsection 3 or 4, the client department or agency for whom the Work is being or was performed may, by notice, either:
The Contractor agrees that it will promptly execute such transfer documents relating to ownership or licensing as the client department or agency may require, and that it will afford that department or agency or a licensee, as the case may be, at that party's expense all reasonable assistance in the preparation of applications and in the prosecution of any application for registration of any Intellectual Property Rights in any jurisdiction arising out of the Foreground Information, including without limitation the assistance of the inventor in the case of an invention.
- require the Contractor to assign or transfer to Canada at no cost the Intellectual Property Rights in the Foreground Information; or
- require the Contractor to provide to one or more persons, or other entities specified by that client department or agency at no cost a non-exclusive, perpetual, unconditional, irrevocable, world-wide, and royalty-free license permitting the commercial exploitation of the Intellectual Property Rights in the Foreground Information, including the right to further develop the Foreground Information and to own the Intellectual Property Rights in any such further development.
- In the event of a breach described in paragraph (a) or (b) of subsection 5 , in addition to all other remedies available to Canada at law or under the Contract, the Contractor must upon demand pay to Canada any net revenues earned by the Contractor as a result of the breach.
2008-05-12SupersededK3415CARCHIVED Commercialization in Canada
K3415D
2001-05-25SupersededK3415DARCHIVED Commercialization in Canada
Remarks – Recommended Use of SACC Item
Use the following clause where the Contractor is to be required to exploit the Intellectual Property in the Foreground Information in Canada. With some deletions and minor changes, this clause can also be used to require commercial exploitation within a specified time, in Canada or elsewhere. See Legal Services about the advisability of including this clause. IMPORTANT NOTE: The following clause, "Commercialization in Canada", must not be used in a contract for the procurement of goods or services which is subject to the procurement disciplines of either the World Trade Organization - Agreement on Government Procurement (WTO-AGP) or the North American Free Trade Agreement (NAFTA). Any use of this provision which is not prohibited pursuant to the WTO-AGP or the NAFTA should be tailored to the specific circumstances of the situation as the clause may be difficult to enforce or may impose impractical restrictions on the Contractor's commercialization and thus may result in the Contractor failing to commercialize the IP. Furthermore, the use of the clause will require on-going monitoring by the client department.
Legal text for SACC item
1. In consideration of the Contractor receiving title to the Intellectual Property Rights in the Foreground Information, the Contractor agrees that manufacture of any product incorporating or derived from the Foreground Information will be done substantially in Canada and that the provision of any service incorporating or derived from the Foreground Information will be substantially from a base in Canada, and that such a product or such a service will be marketed and sold within _____ months after final payment under the Contract is made to the Contractor. 2. The Contractor shall have satisfied the obligation in subsection 1 in relation to any part of the Foreground Information if a product manufactured substantially in Canada or a service provided substantially from a base in Canada that incorporates or is derived from that part of the Foreground Information is being offered for general sale by the Contractor or its transferee, assignee or licensee, and at least one arm's-length sale has been made (other than a sale from a transferee, assignee or licensee to the Contractor, or vice-versa). The minister for whose department or agency the Work is being or was carried out may accept other evidence as demonstrating satisfaction of the obligation. When the obligation has been satisfied in relation to any part of the Foreground Information, the obligation shall cease to apply to that part of the Foreground Information. 3. If, ____ months before the end of the period specified in subsection 1, the obligation to market and sell a product or service as set out in that subsection has not yet been satisfied in relation to any part of the Foreground Information, the Contractor shall immediately submit to the minister for whose department or agency the Work is being or was carried out a report setting out: (a) a description of the efforts that have been and will be made by the Contractor or its transferee, assignee or licensee to satisfy the obligation; and (b) the reasons why the obligation has not been satisfied. 4. At the expiration of the period specified in subsection 1, if the minister for whose department or agency the Work is being or was carried out is satisfied that the Foreground Information is capable of commercial exploitation in Canada but that (a) the Contractor (or its transferee, assignee or licensee) is incapable of achieving that; or (b) the Contractor has not made every reasonable effort to fulfil the obligation; then that minister may invoke either of the remedies set out in subsection 6. If that minister is satisfied that the potential value to Canada of commercial exploitation of the Foreground Information substantially in Canada so justifies, that minister may extend the time for the Contractor to fulfil the obligation by such period as that minister may decide. In any other circumstance, the obligation shall cease to apply to that part of the Foreground Information. 5. The Contractor agrees that any of the following, affecting any part of the Foreground Information, would constitute a breach of the Contractor's obligation entitling the minister to exercise, in relation to that part of the Foreground Information, the option to collect the liquidated damages provided for in the Contract for such a breach (if any), or, without prejudice to any other remedy that may be available at law or under the Contract, to exercise a remedy set out in subsection 6: (a) the Contractor or any affiliate, subcontractor or agent of the Contractor manufactures outside Canada a product incorporating or derived from the Foreground Information without that product also being manufactured substantially in Canada, or provides from a base outside Canada a service incorporating or derived from the Foreground Information without that service also being provided substantially from a base in Canada; (b) through the act or omission, whether direct or indirect, and whether deliberate or negligent, of the Contractor or its employee or subcontractor (including the sale or assignment of the Foreground Information or license or other authorization of the use of the Foreground Information), any person, corporation or other entity is enabled to manufacture outside Canada a product incorporating or derived from the Foreground Information without that product also being manufactured substantially in Canada, or to provide from a base outside Canada a service incorporating or derived from the Foreground Information without that service also being provided substantially from a base in Canada; (c) the Contractor or its transferee or assignee, or a controlling interest in the Contractor or its transferee or assignee, is acquired by a person not resident in Canada or by a corporation or other entity controlled outside of Canada, and that person, corporation or other entity does not enter into an agreement with the minister for whose department or agency the Work is being or was carried out governing the use of the Foreground Information, promptly and before a breach described in paragraph (a) or (b) has occurred; or (d) to the extent permitted by the laws of Canada or a Canadian province, the Contractor or its transferee or assignee becomes bankrupt or insolvent, makes an assignment for the benefit of creditors, or takes the benefit of any statute relating to bankrupt or insolvent debtors, or the Contractor, its transferee or assignee suffers the appointment against it of a receiver under a debt instrument or by a court, or an order is made or a resolution passed for the winding up of the Contractor, its transferee or assignee. 6. Where this subsection applies by virtue of subsection 4 or 5, the minister for whose department or agency the Work is being or was carried out may, by notice, either (a) require the Contractor to assign or transfer to Canada at no cost the Intellectual Property Rights in the Foreground Information, or (b) require the Contractor to provide to one or more persons, corporations or other entities specified by that minister at no cost a non-exclusive, perpetual, unconditional, irrevocable, world-wide, and royalty-free license permitting the commercial exploitation of the Intellectual Property Rights in the Foreground Information, including the right to further develop the Foreground Information and to own the Intellectual Property Rights in any such further development. The Contractor agrees that it will promptly execute such conveyances or other documents relating to title or licensing as the said minister may require, and that it will afford that minister or a licensee, as the case may be, at that party's expense all reasonable assistance in the preparation of applications and in the prosecution of any application for registration of any Intellectual Property Rights in any jurisdiction arising out of the Foreground Information, including without limitation the assistance of the inventor in the case of Inventions. 7. In the event that a breach described in paragraph (a), (b) or (c) of subsection 5 occurs, in addition to all other remedies available to Canada at law or under the terms of the Contract, the Contractor shall upon demand account for and pay to Canada any net revenues earned by the Contractor as a result of the breach.
1994-01-04SupersededK3415DARCHIVED Commercialisation in Canada
K3420C
2008-05-12ActiveK3420CLiquidated Damages - Commercial Exploitation
Remarks – Recommended Use of SACC Item
Use the following clause in contracts if the contractor is to be liable for liquidated damages in the event that the foreground information is exploited outside of Canada. If there will be more than one item of foreground information with separate commercial potential, separate damages should be specified for each.
Use this clause only in conjunction with K3415C .
Legal text for SACC item
The Contractor agrees that Canada would suffer actual damages as a result of a breach of the obligations set out in subsection 1 of clause K3415C, and that such damages are likely to be extremely difficult to quantify. In the event that such a breach occurs, the Contractor agrees to pay to Canada liquidated damages in the amount of $_____ . Canada and the Contractor agree that this amount is their best pre-estimate of the loss to Canada in the event of such a failure, and that it is not intended to be, nor is it to be interpreted, as a penalty.
K3420D
1994-01-04SupersededK3420DARCHIVED Liquidated Damages
Remarks – Recommended Use of SACC Item
Use the following clause if the Contractor is to be liable for liquidated damages in the event that the Foreground Information is exploited outside of Canada. If there will be more than one item of foreground information with separate commercial potential, separate damages should be specified for each. See Lega Services regarding the evaluation of the amount of damages to be inserted.
Legal text for SACC item
The Contractor agrees that Canada would suffer actual damages as a result of a breach, described in paragraph 5(a), (b) or (c) of clause K3415D, of the obligation set out in subsection 1. of clause K3415D, and that such damages are likely to be extremely difficult to quantify. In the event that such a breach occurs, the Contractor agrees to pay to Canada liquidated damages in the amount of $_____. Canada and the Contractor agree that the foregoing amount is their best estimate of the amount of damages that Canada would suffer, and that it is not intended to be, nor is it to be construed as, a penalty.
K3500T
2001-12-10SupersededK3500TARCHIVED Confidential Information for Bidding
Remarks – Recommended Use of SACC Item
Use this clause only in bid solicitations where the bidder must have access to information that is confidential or proprietary to Canada or a third party. In the case of third party information, the contracting officer must ensure that Canada has the contractual right to disclose that information to bidders.
Legal text for SACC item
In order to prepare a bid in response to this solicitation, the Bidder must have access to information that is confidential or proprietary to Canada or third parties. It is a condition of this solicitation that the Bidder sign a Confidentiality Agreement substantially in the form set out in Appendix _____ attached hereto prior to being given access to such information either at the reading room identified in this solicitation or as part of the solicitation package. Appendix _____ CONFIDENTIALITY AGREEMENT TO: HER MAJESTY THE QUEEN IN RIGHT OF CANADA ("CANADA"), AS REPRESENTED BY THE MINISTER OF PUBLIC WORKS AND GOVERNMENT SERVICES ("MINISTER") [Name] (the "Bidder") agrees that the documentation available as part of the bid solicitation package or in the reading room (the "Documentation") for review by a bidder in order for a bidder to submit a bid to the Minister in response to Solicitation No. ______ contains information that is confidential or proprietary to Canada or to third parties, and that such information is not to be disclosed or used in any way other than as set out below. In consideration of the Minister disclosing the Documentation to the Bidder, the Bidder agrees that: (a) it shall not, without the prior written permission of the Minister, disclose to anyone, other than an employee or a proposed subcontractor with a need to know, the Documentation or any information contained in the Documentation; (b) it shall not make copies of the Documentation nor make use of the Documentation or any information therein for any purpose other than for the preparation of a bid in response to Solicitation No. _________________; (c) at the close or earlier termination of the bid period, it will immediately deliver the Documentation to the Minister together with every copy of the Documentation and every draft, working paper and note that contains any information contained in the Documentation. The Bidder shall require any proposed subcontractor referred to in (a) above to execute a confidentiality agreement on the same terms and conditions as those contained herein. The Bidder acknowledges and agrees that it shall be liable for any and all claims, loss, damages, costs, or expenses incurred or suffered by Canada or the Minister caused by the failure of the Bidder, or by anyone to whom the Bidder discloses the Documentation or any information therein, to comply with these terms and conditions. Nothing in this Confidentiality Agreement shall be construed as limiting the Bidder's right to disclose any information to the extent that such information: (a) is or becomes in the public domain through no fault of the Bidder or any proposed subcontractor; (b) is or becomes known to the Bidder from a source other than Canada, except any source that is known to the Bidder to be under an obligation to Canada not to disclose the information; (c) is independently developed by the Bidder; or (d) is disclosed under compulsion of a legislative requirement or any order of a court or other tribunal having jurisdiction. [Name of Bidder] __________________ ____________________ by its authorized representative Date
2001-05-25SupersededK3500TARCHIVED Confidential Information for Bidding
K4000D
2007-05-25SupersededK4000DARCHIVED Canadian Content Definition
Remarks – Recommended Use of SACC Item
Use the following clause whenever a definition of Canadian goods and/or services is required. This clause must always be used whenever clauses K4001T, K4002T, K4003T, K4004T, K4005T, K4006T, K4011T, K4013T, K4014T, M4001T, M4002T, M4003T, M4004T, M4005T, M4006T, M4011T, M4013T, and M4014T are used.
Legal text for SACC item
1. Canadian good: A good wholly manufactured or originating in Canada is considered a Canadian good. A product containing imported components may also be considered Canadian for the purpose of this policy when it has undergone sufficient change in Canada, in a manner that satisfies the definition specified under the North American Free Trade Agreement Rules of Origin (see Supply Manual, Annex 5.5: http://www.pwgsc.gc.ca/acquisitions/text/sm/chapter05-e.html #annex5.5). For the purposes of this determination, the reference in the NAFTA Rules of Origin to "territory", is to be replaced with "Canada". For photocopiers, computers and office equipment within Federal Supply Classification (FSC) groups 36, 70 and 74, only the products of MERIT/CIRCLE firms or companies in Priority Group 1 prior to April 1992 are considered Canadian (see paragraph 7.(a)). 2. Canadian service: A service provided by an individual based in Canada is considered a Canadian service. Where a requirement consists of only one service, which is being provided by more than one individual, the service will be considered Canadian if a minimum of 80 percent of the total bid price for the service is provided by individuals based in Canada. 3. Variety of goods: When requirements consist of more than one good: (a) aggregate evaluation: no less than 80 percent of the total bid price must consist of Canadian goods; or, (b) item by item evaluation: in some cases, the bid evaluation may be conducted on an item-by-item basis and contracts may be awarded to more than one supplier. In these cases, suppliers will be asked to identify separately each item that meets the definition of Canadian goods. 4. Variety of services: For requirements consisting of more than one service, a minimum of 80 percent of the total bid price must be provided by personnel based in Canada. 5. Mix of goods and services: When requirements consist of a mix of goods and services, no less than 80 percent of the total bid price must consist of Canadian goods and services (as defined above). 6. Annex 7.8 of the Supply Manual (http://www.pwgsc.gc.ca/acquisitions/ text/sm/chapter07-e.html#annex7.8) shows how Canadian content is determined for a mix of goods, a mix of services or a mix of goods and services. 7. Other Canadian goods and services: (a) CIRCLE Canada and MERIT Partnership Program: For photocopiers, computers and office equipment within FSC groups 36, 70 and 74, only the products of the following firms are considered Canadian goods: (i) MERIT Partner under the MERIT Partnership Program ( http://strategis.ic.gc.ca/epic/internet/inict-tic.nsf/ en/it 04598e.html) (administered by Industry Canada [IC] and Public Works and Government Services Canada [PWGSC]); (ii) Companies which, on March 31, 1992, were allocated to Priority Group 1 under the Priority Groups Policy in effect at that time; or (iii) CIRCLE Canada (http://strategis.ic.gc.ca/epic/internet /inict-tic.nsf /en/it04597e.html) companies as agreed on by IC and PWGSC. (b) Textiles: Textiles are considered to be Canadian goods according to a modified rule of origin, copies of which are available from the Clothing and Textiles Division, Logistics, Electrical, Fuel and Transportation Directorate.
2005-12-16SupersededK4000DARCHIVED Canadian Content Definition
2004-12-10SupersededK4000DARCHIVED Canadian Content Definition
2004-05-14SupersededK4000DARCHIVED Canadian Content Definition
2003-12-12SupersededK4000DARCHIVED Canadian Content Definition
2002-05-24SupersededK4000DARCHIVED Canadian Content Definition
2001-05-25SupersededK4000DARCHIVED Canadian Content Definition
2000-12-01SupersededK4000DARCHIVED Canadian Content Definition
1999-06-21SupersededK4000DARCHIVED Canadian Content Definition
1998-06-15SupersededK4000DARCHIVED Canadian Content Definition
1997-02-03SupersededK4000DARCHIVED Canadian Content Definition
1995-06-30SupersededK4000DARCHIVED Canadian Content Definition
K4001T
2002-05-24CancelledK4001TARCHIVED Canadian Content Certification - Mandatory With Bid - Solely Limited - Single Item or Aggregate Basis
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the Canadian Content policy is applicable (see Supply Manual), where competition is being solely limited to bids offering Canadian Goods and/or Services and where it is mandatory that bidders submit a certification with their bid. This clause is to be used for single item requirements and multi-item requirements that are being certified on an aggregate basis. This clause must be used in conjunction with clause K4000D, Canadian Content Definition.
Legal text for SACC item
1. This procurement is limited to Canadian Goods and/or Services as defined in clause K4000D, Canadian Content Definition. 2. The Bidder represents and warrants that, of the Goods and Services being offered, no less than 80 percent of the bid price consists of Canadian Goods and/or Services as defined in clause K4000D, Canadian Content Definition. 3. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian content may be verified in such manner as the Minister may reasonably require. 4. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 5. Failure to execute this representation and warrantee on the signature block immediately following this paragraph and to include it with the bid will render the bid non-responsive. ___________________ ___________________ Signature Date
2001-12-10SupersededK4001TARCHIVED Canadian Content Certification
1997-02-03SupersededK4001TARCHIVED Canadian Content Certification
1995-06-30SupersededK4001TARCHIVED Canadian Content Certification
1995-03-31SupersededK4001TARCHIVED Canadian Content
1992-04-01SupersededK4001TARCHIVED Canadian Content
K4002T
2005-12-16CancelledK4002TARCHIVED Canadian Content Certification - Conditionally Limited - Single Item or Aggregate Basis
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the Canadian Content Policy is applicable (see Supply Manual) and where competition is being conditionally limited to bids offering Canadian goods and/or services. This clause is to be used for single item requirements and multi-item requirements that are being certified on an aggregate basis. This clause must be used in conjunction with clause K4000D.
Legal text for SACC item
1. This procurement is subject to a preference for Canadian goods and/ or services as defined in clause K4000D. 2. Bids that include this representation and warranty will be given preference over other bids, if there are three or more suppliers who have submitted bids with a valid certification. 3. The Bidder represents and warrants that, of the goods and/or services being offered, no less than 80 percent of the bid price consists of Canadian goods and/or services, as defined in the clause K4000D. 4. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian content may be verified in such manner as the Minister may reasonably require. 5. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 6. Failure to execute this representation and warranty on the signature block immediately following this paragraph and to include it with the bid will result in the goods and/or services offered being treated as non-Canadian. ___________________ __________________ Signature Date
2002-05-24SupersededK4002TARCHIVED Canadian Content Certification - Conditionally Limited - Single Item or Aggregate Basis
1997-02-03SupersededK4002TARCHIVED Canadian Content Certification
1995-06-30SupersededK4002TARCHIVED Canadian Content Certification
1995-03-31SupersededK4002TARCHIVED Canadian Content
1992-04-01SupersededK4002TARCHIVED Canadian Content
K4003T
2005-12-16SupersededK4003TARCHIVED Canadian Content Certification - Mandatory With Bid - Solely Limited - Multi-Items Listed in Bid
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the Canadian Content Policy is applicable (see Supply Manual), where competition is being solely limited to bids offering Canadian goods and/or services and where it is mandatory that bidders submit a certification with their bid. This clause is to be used for multi-item requirements that are being certified on an individual item basis and where the bidder will be required to indicate beside each item, listed in the bid, whether the item is Canadian. This clause must be used in conjunction with clause K4000D.
Legal text for SACC item
1. This procurement is limited to Canadian goods and/or services as defined in clause K4000D. 2. The Bidder represents and warrants that, of the goods and/or services being offered, items individually identified as such in the bid are Canadian goods and/or services as defined in clause K4000D, and acknowledges that only those items will receive consideration. 3. Bids may be accepted in whole or in part. 4. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian content may be verified in such manner as the Minister may reasonably require. 5. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 6. Failure to execute this representation and warranty on the signature block immediately following this paragraph and to include it with the bid will render the bid non-responsive. ___________________ ___________________ Signature Date
2002-05-24SupersededK4003TARCHIVED Canadian Content Certification - Mandatory With Bid - Solely Limited - Multi-Item Requirements Listed in Bid
2001-12-10SupersededK4003TARCHIVED Canadian Content Certification
1997-02-03SupersededK4003TARCHIVED Canadian Content Certification
1995-06-30SupersededK4003TARCHIVED Canadian Content Certification
K4004T
2002-05-24SupersededK4004TARCHIVED Canadian Content Certification - Mandatory With Bid - Solely Limited - Multi-Item Requirements Listed in Clause
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the Canadian Content policy is applicable (see Supply Manual), where competition is being solely limited to bids offering Canadian Goods and/or Services and where it is mandatory that bidders submit a certification with their bid. This clause is to be used for multi-item requirements that are being certified on an individual item basis and where the bidder is to list in the clause those items in its bid that are to be considered Canadian. This clause must be used in conjunction with clause K4000D, Canadian Content Definition.
Legal text for SACC item
1. This procurement is limited to Canadian Goods and/or Services as defined in clause K4000D, Canadian Content Definition. 2. Bids may be accepted in whole or in part. 3. The Bidder represents and warrants that, of the Goods/or and Services being offered, the following items are Canadian Goods and/ or Services as defined in clause K4000D, Canadian Content Definition, and acknowledges that only those items will receive consideration. ____________________ ____________________ ____________________ 4. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian content may be verified in such manner as the Minister may reasonably require. 5. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 6. Failure to execute this representation and warrantee on the signature block immediately following this paragraph and to include it with the bid will render the bid non-responsive. ___________________ ___________________ Signature Date
2001-12-10SupersededK4004TARCHIVED Canadian Content Certification
1997-02-03SupersededK4004TARCHIVED Canadian Content Certification
1995-06-30SupersededK4004TARCHIVED Canadian Content Certification
K4005T
2005-12-16SupersededK4005TARCHIVED Canadian Content Certification - Conditionally Limited - Multi-Items Listed in Bid
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the Canadian Content Policy is applicable (see Supply Manual) and where competition is being conditionally limited to bids offering Canadian goods and/or services. This clause is to be used for multi-item requirements that are being certified on an individual item basis and where the bidder will be required to indicate beside each item, listed in the bid, whether the item is Canadian. This clause must be used in conjunction with clause K4000D.
Legal text for SACC item
1. This procurement is subject to a preference for Canadian goods and/ or services as defined in clause K4000D. 2. On an item-by-item basis, items that include this representation and warranty will be given preference over other bids, if there are three or more suppliers who have submitted bids with a valid certification. Bids may be accepted in whole or in part. 3. The Bidder represents and warrants that, of the goods and/or services being offered, items individually identified as such in the bid are Canadian goods and/or services as defined in clause K4000D, and acknowledges that only those items will receive consideration. 4. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian content may be verified in such manner as the Minister may reasonably require. 5. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 6. Failure to execute this representation and warranty on the signature block immediately following this paragraph and to include it with the bid will result in all goods and/or services offered being treated as non-Canadian. ___________________ ___________________ Signature Date
2002-05-24SupersededK4005TARCHIVED Canadian Content Certification - Conditionally Limited - Multi-Item Requirements Listed in Bid
1997-02-03SupersededK4005TARCHIVED Canadian Content Certification
1995-06-30SupersededK4005TARCHIVED Canadian Content Certification
K4006T
2007-05-25SupersededK4006TARCHIVED Canadian Content Certification - Conditionally Limited - Multi-Items Listed in Clause
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the Canadian Content Policy is applicable (see Supply Manual) and where competition is being conditionally limited to bids offering Canadian goods and/or services. This clause is to be used for multi-item requirements that are being certified on an individual item basis and where the bidder is to list in the clause those items in its bid that are to be considered Canadian. This clause must be used in conjunction with clause K4000D.
Legal text for SACC item
1. This procurement is subject to a preference for Canadian goods and/ or services as defined in clause K4000D. 2. On an item-by-item basis, items that include this representation and warranty will be given preference over other bids, if there are three or more suppliers who have submitted bids with a valid certification. Bids may be accepted in whole or in part. 3. The Bidder represents and warrants that, of the goods and/or services being offered, the following items are Canadian goods and/ or services as defined in clause K4000D, and acknowledges that only those items will receive consideration. ____________________ ____________________ ____________________ 4. The Bidder acknowledges that Canada relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from the bid. Such representation and warranty of Canadian content may be verified in such manner as Canada may reasonably require. 5. Should a verification by Canada disclose a breach of such covenant, Canada will have the right to treat any contract resulting from the bid as being in default. 6. Failure to execute this representation and warranty on the signature block immediately following this paragraph and to include it with the bid will result in all goods and/or services offered being treated as non-Canadian. ___________________ __________________ Signature Date
2005-12-16SupersededK4006TARCHIVED Canadian Content Certification - Conditionally Limited - Multi-Items Listed in Clause
2002-05-24SupersededK4006TARCHIVED Canadian Content Certification - Conditionally Limited - Multi-Item Requirements Listed in Clause
1997-02-03SupersededK4006TARCHIVED Canadian Content Certification
1995-06-30SupersededK4006TARCHIVED Canadian Content Certification
K4011T
2002-05-24CancelledK4011TARCHIVED Canadian Content Certification - Not Mandatory With Bid - Solely Limited - Single Item or Aggregate Basis
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the Canadian Content policy is applicable (see Supply Manual), where competition is being solely limited to bids offering Canadian Goods and/or Services and where it is not mandatory that bidders submit a certification with their bid. This clause is to be used for single item requirements and multi-item requirements that are being certified on an aggregate basis. This clause must be used in conjunction with clause K4000D, Canadian Content Definition.
Legal text for SACC item
1. This procurement is limited to Canadian Goods and/or Services as defined in clause K4000D, Canadian Content Definition. 2. The Bidder represents and warrants that, of the Goods and/or Services being offered, no less than 80 percent of the bid price consists of Canadian Goods and/or Services as defined in clause K4000D, Canadian Content Definition. 3. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian content may be verified in such manner as the Minister may reasonably require. 4. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 5. The execution of this representation and warranty on the signature block immediately following this paragraph is a condition to render the bid responsive. Failure to provide the signed certification upon request within ______ calendar days, if it is not submitted with bid, will render the bid non-responsive. ___________________ ___________________ Signature Date
K4013T
2005-12-16SupersededK4013TARCHIVED Canadian Content Certification - Not Mandatory With Bid - Solely Limited - Multi-Items Listed in Bid
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the Canadian Content Policy is applicable (see Supply Manual), where competition is being solely limited to bids offering Canadian goods and/or services and where it is NOT mandatory that bidders submit a certification with their bid. This clause is to be used for multi-item requirements that are being certified on an individual item basis and where the bidder will be required to indicate beside each item, listed in the bid, whether the item is Canadian. This clause must be used in conjunction with clause K4000D.
Legal text for SACC item
1. This procurement is limited to Canadian goods and/or services as defined in clause K4000D. 2. The Bidder represents and warrants that, of the goods and/or services being offered, items individually identified as such in the bid are Canadian goods and/or services as defined in clause K4000D, and acknowledges that only those items will receive consideration. 3. Bids may be accepted in whole or in part. 4. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian content may be verified in such manner as the Minister may reasonably require. 5. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 6. The execution of this representation and warranty on the signature block immediately following this paragraph is a condition to render the bid responsive. Failure to provide the signed certification upon request within ______ calendar days, if it is not submitted with the bid, will render the bid non-responsive. ___________________ ___________________ Signature Date
2002-05-24SupersededK4013TARCHIVED Canadian Content Certification - Not Mandatory With Bid - Solely Limited - Multi-Item Requirements Listed in Bid
K4014T
2002-05-24SupersededK4014TARCHIVED Canadian Content Certification - Not Mandatory With Bid - Solely Limited - Multi-Item Requirements Listed in Clause
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the Canadian Content policy is applicable (see Supply Manual), where competition is being solely limited to bids offering Canadian Goods and/or Services and where it is not mandatory that bidders submit a certification with their bid. This clause is to be used for multi-item requirements that are being certified on an individual item basis and where the bidder is to list in the clause those items in its bid that are to be considered Canadian. This clause must be used in conjunction with clause K4000D, Canadian Content Definition.
Legal text for SACC item
1. This procurement is limited to Canadian Goods and/or Services as defined in clause K4000D, Canadian Content Definition. 2. Bids may be accepted in whole or in part. 3. The Bidder represents and warrants that, of the Goods and/or Services being offered, the following items are Canadian Goods and/ or Services as defined in clause K4000D, Canadian Content Definition, and acknowledges that only those items will receive consideration. ____________________ ____________________ ____________________ 4. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian content may be verified in such manner as the Minister may reasonably require. 5. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 7. The execution of this representation and warranty on the signature block immediately following this paragraph is a condition to render the bid responsive. Failure to provide the signed certification upon request within ______ calendar days, if it is not submitted with bid, will render the bid non-responsive. ___________________ ___________________ Signature Date
K4015T
2001-12-10CancelledK4015TARCHIVED Canadian Content Certification - S and T
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in respect of which the requisition is subject to the "Science & Technology Contracting-Out Policy" (see Supply Manual) and where the procurement officer is setting a minimum percentage, normally 80 percent, for that part of the bid price which must consist of Canadian goods and/or services for the bid to be acceptable. This clause must be used in conjunction with clause K4000D, Canadian Content Definition.
Legal text for SACC item
1. This procurement is limited to Canadian goods and Canadian services as defined in clause K4000D, Canadian Content Definition. 2. The Bidder represents and warrants that, of the goods and services being offered, no less than ____ percent of the bid price consists of Canadian goods and Canadian services as defined in clause K4000D, Canadian Content Definition. 3. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty may be verified in such manner as the Minister may reasonably require. 4. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 5. The execution of this representation and warranty on the signature block immediately following this paragraph render the bid responsive. ___________________ ___________________ Signature Date
1997-02-03SupersededK4015TARCHIVED Canadian Content Certification - S and T
1995-06-30SupersededK4015TARCHIVED Canadian Content Certification - S and T
1995-03-31SupersededK4015TARCHIVED Canadian Content - Science & Technology
1992-04-01SupersededK4015TARCHIVED Canadian Content - Science & Technology
K4016T
1995-03-31CancelledK4016TARCHIVED Canadian Content - Science & Technology
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in respect of which the requisition is subject to the Science & Technology Contracting-Out Policy, the bidder is being invited to include a certification of Canadian Content (that is, the competition is being conditionally limited to bids qualifying for inclusion in Priority Group 1), and the procurement officer is setting a minimum percentage, of that part of the bid price which must consist of Canadian goods and/or services for the bid to qualify for the first priority group, of other than 80 percent. See Supply Manual.
Legal text for SACC item
If this clause is signed and dated, the Bidder represents and warrants that, of the goods and/or services being offered to Canada, no less than ____ percent of the bid price consists of goods and services of Canadian origin, and that the bid therefore qualifies for inclusion in Priority Group 1 as defined in the DSS Canadian Content Policy published in Chapter 5 of the DSS Supply Manual. Bids that include this representation and warranty may be given preference over other bids, in accordance with the procedures set out in the DSS Canadian Content Policy. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and may rely upon such representation and warranty to enter into any contract resulting from this bid. Such representation and warranty of Canadian Content may be verified in such manner as the Minister may reasonably require. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. ___________________ Signature ____________________ Date
1992-04-01SupersededK4016TARCHIVED Canadian Content - Science & Technology
K4100C
2004-12-10SupersededK4100CARCHIVED Canadian Content Certification
Remarks – Recommended Use of SACC Item
Use the following clause in all contracts where the winning bidder's eligibility for consideration required the completion and submission of a signed Canadian Content certification.
Legal text for SACC item
1. The Contractor represents and warrants that the certification of Canadian Content submitted with its bid is accurate and complete, and that the goods and services to be provided to Canada pursuant to this Contract will be in accordance with the said certification. The Contractor acknowledges that the Minister has relied upon such representation and warranty to enter into this Contract. Such representation and warranty may be verified in such manner as the Minister may reasonably require. 2. The Contractor acknowledges that in the event of a breach of such covenant, the Minister shall have the right to treat the Contract as being in default in accordance with the default provisions of the Contract. 3. The Contractor shall keep proper records and documentation relating to the origin of the goods and services provided to Canada. The Contractor shall not, without the prior written consent of the Minister, dispose of any such records or documentation until the expiration of six (6) years after final payment under this Contract, or until settlement of all outstanding claims and disputes, whichever is later. All such records and documentation shall at all times during the aforementioned retention period be open to audit, inspection and examination by the authorized representatives of the Minister, who may make copies and take extracts thereof. The Contractor shall provide all facilities for such audits, inspections and examinations, and shall furnish all such information as the representatives of the Minister may from time to time require with respect to such records and documentation. 4. Nothing in this clause shall be interpreted as limiting the rights and remedies which Canada or the Minister may otherwise have in relation to or pursuant to this Contract.
1997-02-03SupersededK4100CARCHIVED Canadian Content Certification
1995-06-30SupersededK4100CARCHIVED Canadian Content Certification
1992-04-01SupersededK4100CARCHIVED Canadian Content
K5000D
2002-05-24CancelledK5000DARCHIVED CKTEA Definitions
Remarks – Recommended Use of SACC Item
Use the following clause whenever definitions are required for procurement covered by the special procedures under the Canada-Korea Agreement on the Procurement of Telecommunications Equipment (CKTEA). This clause should not be used when the procurement is also covered by the World Trade Organization - Agreement on Government Procurement (WTO-AGP). The special procedures under the CKTEA should only be used for procurement not covered by the WTO-AGP. For procurement covered by both the CKTEA and the WTO-AGP, procedures for the WTO-AGP are followed. This clause must always be used whenever clauses K5001T, K5002T, K5003T, K5004T, K5005T, K5006T, K5011T, K5013T and K5014T are used.
Legal text for SACC item
For the purpose of the Canada-Korea Agreement on the Procurement of Telecommunications Equipment (CKTEA): 1. (a) A Good is considered a Canadian or Korean good if it is considered so under Canada's "Determination of Country of Origin for the Purposes of Marking Goods (NAFTA Countries) Regulations". Article 8 of these Regulations, which provides for a North American Free Trade Agreement (NAFTA) tariff preference override, cannot be used for determining whether a good is Canadian. (b) An Incidental Service means any service that is included in a tender for the procurement of a Covered Good under this Agreement. A Service provided by an individual based in Canada or Korea is considered a Canadian or Korean service, respectively. Where a requirement consists of only one service, which is being provided by more than one individual, the service will be considered Canadian or Korean if a minimum of 60 percent of the total bid price for the service is provided by individuals based in Canada or Korea. (c) "Territory" means: (i) with respect to Korea, the territory of Korea as well as those maritime areas, including the seabed and subsoil adjacent to the outer limit of the territorial areas over which Korea exercises, in accordance with international law, sovereign rights or jurisdiction for the purpose of exploration and exploitation of natural resources of such areas. (ii) with respect to Canada, the territory to which its customs laws apply, including any areas beyond the territorial seas of Canada within which, in accordance with international law and its domestic laws, Canada may exercise rights with respect to the seabed and subsoil and their natural resources. 2. Variety of goods: When requirements consist of more than one good, the evaluation can be done in two ways: (a) aggregate evaluation: no less than 60 percent of the total bid price must consist of Canadian and/or Korean goods; or, (b) item by item evaluation: in some cases, the bid evaluation may be conducted on an item-by-item basis and contracts may be awarded to more than one supplier. In these cases, suppliers will be asked to identify separately each item that meets the definition of Canadian or Korean goods. 3. Mix of goods and services: when requirements consist of a mix of goods and services, no less than 60 percent of the total bid price must consist of Canadian and/or Korean goods and services (as defined above).
2001-12-10SupersededK5000DARCHIVED CKTEA Definitions
K5001T
2002-05-24CancelledK5001TARCHIVED CKTEA Certification - Mandatory With Bid - Solely Limited - Single Item or Aggregate Basis
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the special procedures under the CKTEA are applicable (see Supply Manual), where competition is being solely limited to bids offering Canadian and/or Korean Goods and Services and where it is mandatory that bidders submit a certification with their bid. This clause is to be used for single item requirements and multi-item requirements that are being certified on an aggregate basis. This clause must be used in conjunction with clause K5000D, CKTEA Definitions.
Legal text for SACC item
1. This procurement is limited to Canadian and/or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions. 2. The Bidder represents and warrants that, of the Goods and Services being offered, no less than 60 percent of the bid price consists of Canadian and/or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions. 3. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian and/or Korean content may be verified in such manner as the Minister may reasonably require. 4. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 5. If a Bidder is unable to verify the origin of Goods or Services offered in the bid, then the bid will be considered non-responsive. 6. Failure to execute this representation and warrantee on the signature block immediately following this paragraph and to include it with the bid will render the bid non-responsive. ___________________ ___________________ Signature Date
2001-12-10SupersededK5001TARCHIVED CKTEA Certification
K5002T
2002-05-24CancelledK5002TARCHIVED CKTEA Certification - Conditionally Limited - Single Item or Aggregrate Basis
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the special procedures under the CKTEA are applicable (see Supply Manual) and where competition is being conditionally limited to bids offering Canadian and/or Korean Goods and Services. This clause is to be used for single item requirements and multi-item requirements that are being certified on an aggregate basis. This clause must be used in conjunction with clause K5000D, CKTEA Definitions.
Legal text for SACC item
1. This procurement is subject to a preference for Canadian and/or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions. 2. Bids that include this representation and warranty will be given preference over other bids, if there are two or more bids with a valid certification. 3. By executing this representation and warranty, the Bidder Represents and warrants that, of the goods and services being offered, no less than 60 percent of the bid price consists of Canadian and/or Korean Goods and Services, as defined in the clause K5000D, CKTEA Definitions. 4. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian and/or Korean content may be verified in such manner as the Minister may reasonably require. 5. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 6. If a Bidder is unable to verify the origin of Goods or Services offered in the bid, then the bid will be considered non-responsive. 7. Failure to execute this representation and warranty on the signature block immediately following this paragraph and to include it with the bid will result in the Goods and Services offered being treated as non-Canadian and/or non-Korean. ___________________ ___________________ Signature Date
2001-12-10SupersededK5002TARCHIVED CKTEA Certification
K5003T
2002-05-24CancelledK5003TARCHIVED CKTEA Certification - Mandatory With Bid - Solely Limited - Multi-Item Requirements Listed in Bid
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the special procedures under the CKTEA are applicable (see Supply Manual), where competition is being solely limited to bids offering Canadian and/or Korean Goods and Services and where it is mandatory that bidders submit a certification with their bid. This clause is to be used for multi-item requirements that are being certified on an individual item basis and where the bidder will be required to indicate beside each item, listed in the bid, whether the item is Canadian or Korean. This clause must be used in conjunction with clause K5000D, CKTEA Definitions.
Legal text for SACC item
1. This procurement is limited to Canadian and/or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions. 2. By executing this representation and warranty, the Bidder represents and warrants that, of the goods and services being offered, items individually identified as such in the bid are Canadian or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions, and acknowledges that only those items will receive consideration. 3. Bids may be accepted in whole or in part. 4. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian and/or Korean content may be verified in such manner as the Minister may reasonably require. 5. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 6. If a Bidder is unable to verify the origin of Goods or Services offered in the bid, then the bid will be considered non-responsive. 7. Failure to execute this representation and warrantee on the signature block immediately following this paragraph and to include it with the bid will render the bid non-responsive. ___________________ ___________________ Signature Date
2001-12-10SupersededK5003TARCHIVED CKTEA Certification
K5004T
2002-05-24CancelledK5004TARCHIVED CKTEA Certification - Mandatory With Bid - Solely Limited - Multi-Item Requirements Listed in Clause
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the special procedures under the CKTEA are applicable (see Supply Manual), where competition is being solely limited to bids offering Canadian and/or Korean Goods and Services and where it is mandatory that bidders submit a certification with their bid. This clause is to be used for multi-item requirements that are being certified on an individual item basis and where the bidder is to list in the clause those items in its bid that are to be considered Canadian or Korean Goods and Services. This clause must be used in conjunction with clause K5000D, CKTEA Definitions.
Legal text for SACC item
1. This procurement is limited to Canadian and/or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions. 2. Bids may be accepted in whole or in part. 3. The Bidder represents and warrants that, of the Goods and Services being offered, the following items are Canadian or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions, and acknowledges that only those items will receive consideration. ____________________ ____________________ ____________________ 4. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian and/or Korean content may be verified in such manner as the Minister may reasonably require. 5. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 6. If a Bidder is unable to verify the origin of Goods or Services offered in the bid, then the bid will be considered non-responsive. 7. Failure to execute this representation and warrantee on the signature block immediately following this paragraph and to include it with the bid will render the bid non-responsive. ___________________ ___________________ Signature Date
2001-12-10SupersededK5004TARCHIVED CKTEA Certification
K5005T
2002-05-24CancelledK5005TARCHIVED CKTEA Certification - Conditionally Limited - Multi-Item Requirements Listed in Bid
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the special procedures under the CKTEA are applicable (see Supply Manual) and where competition is being conditionally limited to bids offering Canadian and/or Korean Goods and Services. This clause is to be used for multi-item requirements that are being certified on an individual item basis and where the bidder will be required to indicate beside each item, listed in the bid, whether the item is Canadian or Korean. This clause must be used in conjunction with clause K5000D, CKTEA Definitions.
Legal text for SACC item
1. This procurement is subject to a preference for Canadian and/or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions. 2. On an item-by-item basis, items that include this representation and warranty will be given preference over other bids, if there are two or more bids with a valid certification. Bids may be accepted in whole or in part. 3. By executing this representation and warranty, the Bidder represents and warrants that, of the goods and services being offered, items individually identified as such in the bid are Canadian or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions, and acknowledges that only those items will receive consideration. 4. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian and/or Korean content may be verified in such manner as the Minister may reasonably require. 5. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 6. If a Bidder is unable to verify the origin of Goods or Services offered in the bid, then the bid will be considered non-responsive. 7. Failure to execute this representation and warranty on the signature block immediately following this paragraph and to include it with the bid will result in all Goods and Services offered being treated as non-Canadian and non-Korean. ___________________ ___________________ Signature Date
2001-12-10SupersededK5005TARCHIVED CKTEA Certification
K5006T
2002-05-24CancelledK5006TARCHIVED CKTEA Certification - Conditionally Limited - Multi-Item Requirements Listed in Clause
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the special procedures under the CKTEA are applicable (see Supply Manual) and where competition is being conditionally limited to bids offering Canadian and/or Korean Goods and Services. This clause is to be used for multi-item requirements that are being certified on an individual item basis and where the bidder is to list in the clause those items in its bid that are to be considered Canadian or Korean Goods and Services. This clause must be used in conjunction with clause K5000D, CKTEA Definitions.
Legal text for SACC item
1. This procurement is subject to a preference for Canadian and/or
Korean Goods and Services as defined in clause K5000D, CKTEA
Definitions.
2. On an item-by-item basis, items that include this representation and
warranty will be given preference over other bids, if there are two
or more bids with a valid certification. Bids may be accepted in
whole or in part.
3. The Bidder represents and warrants that, of the Goods and Services
being offered, the following items are Canadian or Korean Goods and
Services as defined in clause K5000D, CKTEA Definitions, and
acknowledges that only those items will receive consideration.
____________________
____________________
____________________
4. The Bidder acknowledges that the Minister relies upon such
representation and warranty to evaluate bids and to enter into any
contract resulting from this bid. Such representation and warranty
of Canadian and/or Korean content may be verified in such manner as
the Minister may reasonably require.
5. Should a verification by the Minister disclose a breach of such
covenant, the Minister shall have the right to treat any contract
resulting from this bid as being in default.
6. If a Bidder is unable to verify the origin of Goods or Services
offered in the bid, then the bid will be considered non-responsive.
7. Failure to execute this representation and warranty on the signature
block immediately following this paragraph and to include it with
the bid will result in all Goods and Services offered being treated
as non-Canadian and non-Korean.
Signature Date
2001-12-10SupersededK5006TARCHIVED CKTEA Certification
K5011T
2002-05-24CancelledK5011TARCHIVED CKTEA Certification - Not Mandatory With Bid - Solely Limited - Single Item or Aggregate Basis
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the special procedures under the CKTEA are applicable (see Supply Manual), where competition is being solely limited to bids offering Canadian and/or Korean Goods and Services and where it is not mandatory that bidders submit a certification with their bid. This clause is to be used for single item requirements and multi-item requirements that are being certified on an aggregate basis. This clause must be used in conjunction with clause K5000D, CKTEA Definitions.
Legal text for SACC item
1. This procurement is limited to Canadian and/or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions. 2. The Bidder represents and warrants that, of the Goods and Services being offered, no less than 60 percent of the bid price consists of Canadian and/or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions. 3. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian and/or Korean content may be verified in such manner as the Minister may reasonably require. 4. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 5. If a Bidder is unable to verify the origin of Goods or Services offered in the bid, then the bid will be considered non-responsive. 6. The execution of this representation and warranty on the signature block immediately following this paragraph is a condition to render the bid responsive. Failure to provide the signed certification upon request within _____ calendar days, if it is not submitted with bid, will render the bid non-responsive. ___________________ ___________________ Signature Date
K5013T
2002-05-24CancelledK5013TARCHIVED CKTEA Certification - Not Mandatory With Bid - Solely Limited - Multi-Item Requirements Listed in Bid
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the special procedures under the CKTEA are applicable (see Supply Manual), where competition is being solely limited to bids offering Canadian and/or Korean Goods and Services and where it is not mandatory that bidders submit a certification with their bid. This clause is to be used for multi-item requirements that are being certified on an individual item basis and where the bidder will be required to indicate beside each item, listed in the bid, whether the item is Canadian or Korean. This clause must be used in conjunction with clause K5000D, CKTEA Definitions.
Legal text for SACC item
1. This procurement is limited to Canadian and/or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions. 2. By executing this representation and warranty, the Bidder represents and warrants that, of the goods and services being offered, items individually identified as such in the bid are Canadian or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions, and acknowledges that only those items will receive consideration. 3. Bids may be accepted in whole or in part. 4. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian and/or Korean content may be verified in such manner as the Minister may reasonably require. 5. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 6. If a Bidder is unable to verify the origin of Goods or Services offered in the bid, then the bid will be considered non-responsive. 7. The execution of this representation and warranty on the signature block immediately following this paragraph is a condition to render the bid responsive. Failure to provide the signed certification upon request within _____ calendar days, if it is not submitted with bid, will render the bid non-responsive. ___________________ ___________________ Signature Date
K5014T
2002-05-24CancelledK5014TARCHIVED CKTEA Certification - Not Mandatory With Bid - Solely Limited - Multi-Item Requirements Listed in Clause
Remarks – Recommended Use of SACC Item
Use the following clause in all competitive bid solicitations in which the special procedures under the CKTEA are applicable (see Supply Manual), where competition is being solely limited to bids offering Canadian and/or Korean Goods and Services and where it is not mandatory that bidders submit a certification with their bid. This clause is to be used for multi-item requirements that are being certified on an individual item basis and where the bidder is to list in the clause those items in its bid that are to be considered Canadian or Korean Goods and Services. This clause must be used in conjunction with clause K5000D, CKTEA Definitions.
Legal text for SACC item
1. This procurement is limited to Canadian and/or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions. 2. Bids may be accepted in whole or in part. 3. The Bidder represents and warrants that, of the Goods and Services being offered, the following items are Canadian or Korean Goods and Services as defined in clause K5000D, CKTEA Definitions, and acknowledges that only those items will receive consideration. ____________________ ____________________ ____________________ 4. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and to enter into any contract resulting from this bid. Such representation and warranty of Canadian and/or Korean content may be verified in such manner as the Minister may reasonably require. 5. Should a verification by the Minister disclose a breach of such covenant, the Minister shall have the right to treat any contract resulting from this bid as being in default. 6. If a Bidder is unable to verify the origin of Goods or Services offered in the bid, then the bid will be considered non-responsive. 7. The execution of this representation and warranty on the signature block immediately following this paragraph is a condition to render the bid responsive. Failure to provide the signed certification upon request within _____ calendar days, if it is not submitted with bid, will render the bid non-responsive. ___________________ ___________________ Signature Date
K5100C
2001-12-10CancelledK5100CARCHIVED CKTEA Certification
Remarks – Recommended Use of SACC Item
Use the following clause in all contracts where the winning bidder's eligibility for consideration required the completion and submission of a signed CKTEA certification.
Legal text for SACC item
1. The Contractor represents and warrants that the certification of Canadian and/or Korean content submitted with its bid is accurate and complete, and that the goods and services to be provided to Canada pursuant to this Contract will be in accordance with the said certification. The Contractor acknowledges that the Minister has relied upon such representation and warranty to enter into this Contract. Such representation and warranty may be verified in such manner as the Minister may reasonably require. 2. The Contractor acknowledges that in the event of a breach of such covenant, the Minister shall have the right to treat the Contract as being in default in accordance with the default provisions of the Contract. 3. The Contractor shall keep proper records and documentation relating to the origin of the goods and services provided to Canada. The Contractor shall not, without the prior written consent of the Minister, dispose of any such records or documentation until the expiration of six (6) years after final payment under this Contract, or until settlement of all outstanding claims and disputes, whichever is later. All such records and documentation shall at all times during the aforementioned retention period be open to audit, inspection and examination by the authorized representatives of the Minister, who may make copies and take extracts thereof. The Contractor shall provide all facilities for such audits, inspections and examinations, and shall furnish all such information as the representatives of the Minister may from time to time require with respect to such records and documentation. 4. Nothing in this clause shall be interpreted as limiting the rights and remedies which Canada or the Minister may otherwise have in relation to or pursuant to this Contract.
K9000C
1998-06-15SupersededK9000CARCHIVED Common Ownership Control
Remarks – Recommended Use of SACC Item
Use this clause in contracts where, during the price negotiation process, the contractor has represented that it is not under common ownership control of another division, parent company or affiliate supplying materials and/or services in connection with the work under the contract. See Supply Manual.
Legal text for SACC item
The Contractor warrants that it is not under common ownership control of another division, parent company or affiliate supplying materials and/or services in connection with the performance of the Work under the Contract. For the purposes of this warranty, the phrase "ownership control" means that at least 50 percent of the voting rights are held by the related entity. The Contractor acknowledges that the Minister has relied on the warranty in establishing the price payable under the Contract and that, in the event of breach of such warranty, the Minister shall have the right to treat this Contract as being in default or, alternatively, the right to readjust the price to reflect the level of profit payable under departmental policy when common ownership control exists, as set out in the Department of Public Works and Government Services (DPWGS) Transfer Pricing Policy, copy of which the Contractor acknowledges to have received and which has been published in Chapter 10 of the DPWGS Supply Manual.
1995-03-31SupersededK9000CARCHIVED Common Ownership Control
1991-06-01SupersededK9000CARCHIVED Common Ownership Control
K9001T
2000-12-01CancelledK9001TARCHIVED Joint Venture
Remarks – Recommended Use of SACC Item
Use the following clause in bid solicitations relating to acquisition for which joint venture proposals have been anticipated as eligible. (Refer to the Supply Manual, procedure 7A.133.)
Legal text for SACC item
1. The Bidder represents that the bidding entity is/is not (delete as applicable) a joint venture in accordance with the definition in paragraph 3. 2. A Bidder that is a joint venture represents the following additional information: (a) Type of joint venture (mark applicable choice): _____ incorporated joint venture _____ limited partnership joint venture _____ partnership joint venture _____ contractual joint venture _____ other (b) Composition: (names and addresses of all members of the joint venture.) 3. Definition of joint venture A joint venture is an association of two or more parties who combine their money, property, knowledge, skills, time or other resources in a joint business enterprise agreeing to share the profits and the losses and each having some degree of control over the enterprise. Joint ventures may be carried on in a variety of legal forms divided into three categories: (a) the incorporated joint venture; (b) the partnership venture; (c) the contractual joint venture where the parties combine their resources in the furtherance of a single business enterprise without actual partnership or corporate designation. 4. The joint venture team arrangement is to be distinguished from other types of contractor arrangements, such as: (a) prime contractor, in which, for example, the purchasing agency contracts directly with a contractor (prime) who acts as the system assembler and integrator, with major components, assemblies and subsystems normally subcontracted; (b) associated contractor, in which for example, the purchasing agency contracts directly with each of the major component suppliers and performs the integration tasks or awards a separate contract for this purpose.
1991-06-01SupersededK9001TARCHIVED Joint Venture
K9002D
2000-12-01CancelledK9002DARCHIVED Canadian Arsenals Limited, Certification
Remarks – Recommended Use of SACC Item
Use the following clause in all bid solicitations/contractual documents involving Canadian Arsenals Limited. (Refer to the Supply Manual, procedures 7A.055 and 7A.056
Legal text for SACC item
1. The Corporation acknowledges that it has received, read and understood the Canadian ownership requirements contained in the Canadian Arsenals Limited Divestiture Authorization Act. 2. The Corporation certifies that it is in full compliance with the requirements of the Act and the terms of the Purchase and Sale Agreement between the Minister of Public Works and Government Services and S.N.C. Defence Products Incorporated. 3. In the event that it is determined that this certification made by the Corporation is untrue, whether made knowingly or unknowingly, the Contract may be determined to be in default and the Minister shall be entitled, pursuant to the provisions of the Contract, to terminate for default. 4. The Minister shall have access, at all reasonable times, to the Corporation's records, or to those of its transfer agent, relating to the issue, transfer and ownership of its securities to which are attached votes that may ordinarily be cast to elect directors of the Corporation or amalgamated corporation. For this purpose, the term " amalgamated corporation" means a corporation that is formed by the amalgamation of the Corporation with another corporation, including a body corporate, association, partnership or other organization.
1997-09-15SupersededK9002DARCHIVED Canadian Arsenals Limited, Certification
1991-06-01SupersededK9002DARCHIVED Canadian Arsenals Limited, Certification
K9003C
2003-05-30CancelledK9003CARCHIVED Timeliness
Remarks – Recommended Use of SACC Item
Use the following clause in all contracts when general conditions 1053, Universities and other Institutions, are incorporated into the contract.
Legal text for SACC item
1. Time is of the essence of the Contract. 2. Any delay by the Contractor in performing its obligations under the Contract which is caused by an event beyond the control of the Contractor, and which could not have been circumvented by the Contractor without incurring unreasonable cost, through the use of alternative sources, work-around plans, or other means, constitutes an excusable delay. Events may include but are not restricted to acts of God, acts of Canada, acts of local or provincial governments, fires, floods, epidemics, quarantine restrictions, strikes or labour unrest, freight embargoes and unusually severe weather. 3. The time for completing the Work which has been or is likely to be delayed by reason of an excusable delay shall be extended by a period equal to the length of the excusable delay, provided that the Contractor shall give notice, in writing, of any excusable delay to the Minister within two (2) weeks of the start of the excusable delay. The notice shall contain a description of the delay and of the portion of the Work affected by the delay. 4. Within two (2) weeks from the date of the giving of notice of excusable delay, the Contractor shall deliver a description, in writing, of its work-around plans including alternative sources and any other means that it will utilize to overcome the delay and endeavour to prevent any further delay. The description shall be in form, substance and detail satisfactory to the Minister. 5. If the Contractor should not give the notice of excusable delay or should not deliver its work-around plans in accordance with the times stipulated, any delay shall not constitute an excusable delay. 6. The Contractor shall implement such work-around plans only where the plans will not cause any additional cost to Canada. In the event the implementation of such work-around plans will cause additional cost to Canada, it shall be authorized by an amendment to the Contract.
1991-06-01SupersededK9003CARCHIVED Timeliness
K9004C
1991-06-01CancelledK9004CARCHIVED Human Ethics Review Committee
Remarks – Recommended Use of SACC Item
Use the following clause in all Science contracts when humans will be treated as subjects in research activities.
Legal text for SACC item
The Contractor is to perform the Work in accordance with the research plan reviewed and approved, or amended by a Human Ethics Review Committee accepted by the Scientific Authority. However, notwithstanding said directions and the Contractor's undertaking to perform the Work, the Contractor is to exercise due regard for the safety of human subjects, and if, at any time in the Contractor's professional judgement, the life or safety of a human subject may be in jeopardy, the Contractor is to cease the specific activity which is the source of the jeopardy and Canada agrees that it will not have cause of action against the Contractor for failure to perform, provided the Minister is notified as soon as possible. In addition, the Contractor is to notify the Minister by advising both the Scientific Authority and the Science Contracting Officer, in writing, when, in the Contractor's professional judgement, there are risks in the project itself, such that the Work should not continue, so that appropriate action (either revision of the Statement of Work or termination by mutual consent of the Contract) can be taken.
K9005D
1992-01-31CancelledK9005DARCHIVED Master and Servant Relationship
Remarks – Recommended Use of SACC Item
Legal text for SACC item
This agreement does not create a Master and Servant agreement as between the parties hereto, and does not invoke any provisions relating to the Master and Servant's Act of _____ (province) or otherwise, provided that the consideration hereunder is acceptable and the performance of the Contract is in accordance with the terms hereof.
1991-06-01SupersededK9005DARCHIVED Master and Servant Relationship
K9006C
2007-05-25SupersededK9006CARCHIVED Title to Property - Vessel
Remarks – Recommended Use of SACC Item
Use the following clause in contracts when title to the vessel, including any government issue obtained or constructed with money provided by Canada belongs to Canada.
Legal text for SACC item
The Contract is a defence contract within the meaning of the Defence Production Act, R.S.C. 1985, c. D-1. In accordance with the provisions of section 20 of that Act, title to any government issue, as defined in that Act, furnished or made available to the Contractor or obtained or constructed by it with money provided by Canada belongs to Canada free and clear of all claims, liens, charges and encumbrances. Despite any law in force in any province or territory of Canada but subject to the provisions of the Contract, Canada is entitled, at any time, to remove, sell or dispose of the government issue. In the event of default by the Contractor, Canada, or its agents, will have the immediate right to enter the shipyard, without first obtaining a court order, to take possession of the vessel and all other property of Canada, including, but not limited to, work-in-process located on the premises, and to perform any further work required to enable the vessel and other such property to be removed from the shipyard.
1997-09-15SupersededK9006CARCHIVED Title to Property - Vessel
1991-06-01SupersededK9006CARCHIVED Title to Property
K9007D
1991-06-01CancelledK9007DARCHIVED Personal Injuries
Remarks – Recommended Use of SACC Item
Legal text for SACC item
It is understood and agreed that Her Majesty will not be liable for claims in respect of death, disease, illness, injury or disability which may arise in carrying out the services as defined herein. The Contractor agrees not to make any claims against Her Majesty in respect of any of the foregoing contingencies.
K9009D
2000-12-01SupersededK9009DARCHIVED Air Charter Conditions
Remarks – Recommended Use of SACC Item
Legal text for SACC item
1. Interpretation 1.1 "day" means any period 24 consecutive hours; 1.2 "month" means any period of 30 consecutive days; and 1.3 "flight" means the movement of an aircraft from the point of take-off to the first point of landing. 2. Operation, Interruption or Cancellation of Charter Flights 2.1 The Carrier shall have exclusive operational control over chartered aircraft and the contents and crew thereof. 2.2 Every person who is provided with transportation on a chartered aircraft shall comply with all the terms and conditions of the contract, and all persons and property aboard a chartered aircraft shall be subject to the authority of the pilot-in-charge. 2.3 The Carrier may: (a) cancel or terminate a charter or any flight of a charter at any time, (b) return to base or to the last point of landing, or (c) divert or land at an intermediate point, when such action is deemed by the Carrier to be necessary owing to the unserviceability of the aircraft, weather conditions or other conditions beyond the control of the Carrier. 3. Dangerous Goods The Charterer and the Carrier shall comply with the applicable governmental regulations governing the carriage of dangerous goods. 4. Space for the Carrier's Use Any capacity in the chartered aircraft not being utilized by the Charterer may, unless the Charterer objects, be used by the Carrier for the carriage of its own personnel, baggage or goods. 5. Cancellations, Non-Completions or Deviations 5.1 When a charter is cancelled by the Carrier after commencement, charges shall be charged for the completed portion only. 5.2 No charges shall be charged to the Charterer: (a) where flights are not completed due to mechanical failure or crew casualties and the Carrier fails to arrange satisfactory alternative transportation; or (b) in respect of any flying in an unsuccessful attempt to complete a flight required under the charter, unless the Charterer, his servant or agent agreed to such flying being done. 6. Substitution of Aircraft 6.1 When, owing to causes beyond the control of the Carrier, the chartered aircraft is unavailable at the time the charter commences or becomes unavailable while carrying out the charter, the Carrier may furnish another aircraft of the same type or, with the consent of the Charterer, substitute any other type of aircraft at the rates and charges applicable to the aircraft originally chartered except as provided in subsections 6.2 and 6.3. 6.2 When a substituted aircraft is capable of a larger payload than the aircraft originally chartered, the payload carried in the substituted aircraft shall not be greater than the payload that would have been available in the aircraft originally chartered, unless the Charterer agrees to pay the rates and charges applicable to the substituted aircraft. 6.3 When the maximum payload of a substituted aircraft is smaller than the maximum payload of the aircraft originally chartered, charges shall be based on the rates and charges applicable to the type of substituted aircraft, except that where such rates and charges are higher than those for the aircraft originally chartered, the rates and charges for the original aircraft chartered shall apply. 7. Determination of Firm Rate Per Hour 7.1 Except as provided in subsection 7.2, the hours and minutes for which a charge is made shall be computed from the time the aircraft leaves the surface of the earth and terminating when the aircraft touches the surface of the earth at the next point of landing. The term "Firm Rate Per Hour" is an hourly charge or portion thereof of "Air Time" as defined in the Canadian Aviation Regulations, Part VIII, Air Navigation Services, and will be the basis of calculating charges for air services. 7.2 When operations involve a continuous succession of flights, each of less than ten (10) minutes duration, and the engine is not shut down between such flights, air time shall be computed from the time the aircraft leaves the surface of the earth for the first flight and ceases when the aircraft touches the surface of the earth at the final point of landing. 7.3 In determining the duration of a flight: (a) each fraction of an hour shall be stated as a decimal, established on the basis of a six minute period, (b) each period of less than three minutes shall be rounded to zero, and (c) each period of between three and six minutes shall be rounded to six minutes, except that no flight shall be considered to have a duration of less than 0.1 hour. 8. Application of Rates and Charges Fixed Wing Only 8.1 On charters rates per mile shall apply for all point-to-point flights where flight distances are measurable. 8.2 Rates per hour shall apply when the Carrier is providing air service for a Charterer engaged in operations involving flights or parts thereof where flight distances are not measurable, or when requested by Charterer and such request is noted by the Carrier on the invoice. 9. Methods of Measuring Distance Fixed Wing Only 9.1 When a flight is required to be flown over airways routes or routes prescribed by the Department of Transport, the distances shall be measured in straight lines along such routes. 9.2 The distances of flights, other than a flight referred to in subsection 9.1, shall be measured in a straight line between the places of commencement and termination of the work provided for in the charter, using standard 8 miles to 1 inch aeronautical charts of the National Topographic Series, as issued by the Department of Natural Resources, Ottawa.
1992-08-01SupersededK9009DARCHIVED Air Charter Conditions
1992-01-31SupersededK9009DARCHIVED Air Charter Conditions
K9010C
2007-11-30ActiveK9010CTransfer of Ownership
Remarks – Recommended Use of SACC Item
Use the following clause in contracts with suppliers located in California when ownership will not be transferred to Canada until delivery of the goods, and payment will be made either by progress or advance payments.
Use this clause in conjunction with C2002C and D4003C .
Legal text for SACC item
Payments made under clauses relating to progress or advance payments will not constitute or result in a transfer of ownership of the raw materials, work-in-process, finished goods or other articles.
1993-10-29SupersededK9010CARCHIVED Passage of Title
K9012C
2021-05-20CancelledK9012CConditions Precedent to Payment
Remarks – Recommended Use of SACC Item
This clause is cancelled as it is no longer in use by Canada.
Legal text for SACC item
See revision history.
2010-08-16SupersededK9012CARCHIVED Conditions Precedent to Payment
2008-05-12SupersededK9012CARCHIVED Conditions Precedent to Payment
K9015C
2002-12-13SupersededK9015CARCHIVED Ontario Labour Legislation
Remarks – Recommended Use of SACC Item
Use this clause in contract documents where information is to be provided by the contractor in accordance with Ontario Labour Legislation requirements for janitorial, food catering and security service contracts.
Legal text for SACC item
1. Without restricting the generality of the foregoing, the Contractor shall keep its employees' records up to date and, upon request by the Minister, submit to the Minister, within seven (7) days of the date of the request, the following information regarding its employees, as provided for in section 77 (2) of the Employment Standard Act, 2000, and as set out in Ontario Regulation 287/01: (a) the employee's name, residential address and telephone number; (b) his or her job classification or job description; (c) the wage rate actually paid to the employee; (d) a description of the benefits, if any, provided to the employee including the cost of each benefit and the benefit period to which the cost relates; (e) the number of hours that the employee works in a regular non- overtime work week, or if hours vary from week to week, the number of the employee's non-overtime hours for each week that the employee worked during the thirteen (13) weeks preceding the date of the request for information; (f) the date on which the employer hired the employee; (g) any period of employment attributed to the employer under section 10 of the Act; (h) the number of weeks that the employee worked at the premises during the 26 weeks preceding the date on which the request was made for the information (the 26-week period shall be calculated without including any period during which the provision of services at the premises was temporarily discontinued, or during which the employee was on a leave under Part XIV of the Act); (i) a statement indicating whether the employee (1) is actively employed in providing services at the premises but whose job duties were not primarily performed at the premises during the thirteen (13) weeks immediately preceding the date on which the request was made for the information; (2) is employed, but not actively employed, in providing services at the premises but whose job duties were not primarily performed at the premises during his or her most recent thirteen (13) weeks of active employment. 2. In addition to the above information, the Contractor shall, upon request, provide the Minister, within seven (7) days after the date of the request, with an up-to-date copy of the collective agreement regarding the employees at the premises or, if no collective agreement exists for these premises, a copy of the union certificate regarding these employees or, if no union certificate was issued, a copy of any pending union application. 3. Between the date the information described above is provided by the Contractor and the expiry date of the Contract, the Contractor shall provide the Minister with updated information immediately any changes to said information occur. 4. The information described above, with the exception of 1.a), will be provided by the Contracting Authority to prospective bidders for a future contract for those services relating to the premises.
1996-10-30SupersededK9015CARCHIVED Ontario Labour Legislation
1995-03-31SupersededK9015CARCHIVED Ontario Labour Legislation
K9015T
2002-12-13SupersededK9015TARCHIVED Ontario Labour Legislation
Remarks – Recommended Use of SACC Item
Use this clause in bid solicitation where information is provided to bidders in accordance with Ontario Labour Legislation requirements for janitorial, food catering and security service contracts.
Legal text for SACC item
1. In accordance with the requirements of Section 77(1) of the Employment Standards Act, 2000, the following information concerning each employee of the previous employer providing services at the premises is attached hereto: (a) job classification or job description for each employee; (b) the wage rate actually paid to the employee; (c) a description of the benefits, if any, provided to the employee including the cost of each benefit and the benefit period to which the cost relates; (d) the number of hours that the employee works in a regular non- overtime work week, or if hours vary from week to week, the number of the employee's non-overtime hours for each week that the he/she worked during the 13 weeks preceding the date of the request for information; (e) the date on which the employer hired the employee; (f) any period of employment attributed to the employer under Section 10 of the Act; (g) the number of weeks that the employee worked at the premises during the 26 weeks preceding the date on which the request was made for the information (the 26-week period shall be calculated without including any period during which the provision of services at the premises was temporarily discontinued, or during which the employee was on a leave under Part XIV of the Act); (h) a statement indicating whether the employee (1) is actively employed in providing services at the premises but whose job duties were not primarily performed at the premises during the thirteen (13) weeks immediately preceding the date on which the request was made for the information; or, (2) is employed, but not actively employed, in providing services at the premises but whose job duties were not primarily performed at the premises during his or her most recent thirteen (13) weeks of active employment. 2. The name, address and telephone number of each employee as they appear in the previous employer's records will be provided to the successful bidder after award of the Contract. 3. In addition to the above information, a copy of either the collective agreement, union certificate, or pending union applications regarding the employees at the premises is also attached, if applicable. 4. Bidders shall use the information referred to in subparagraphs 1.(a) to 1.(h) (and paragraph 3 if applicable) above only for the purposes of preparing their bids and complying with the Act, and shall not disclose such information except as may be authorized by the Minister in writing. 5. The enclosed information concerning the employees of the previous employer providing services at the premises has been received from the previous employer and the Minister is unable to warrant its accuracy or completeness. If you require verification or further information, please contact: _____ 6. Canada does not warrant the accuracy or completeness of any information concerning the employees of the previous employer providing services at the premises, nor shall it be responsible for any damage or loss which may result from use of or reliance upon any of this information.
1996-10-30SupersededK9015TARCHIVED Ontario Labour Legislation
1995-03-31SupersededK9015TARCHIVED Ontario Labour Legislation
K9025C
1997-09-15SupersededK9025CARCHIVED Aboriginal Business Certification
Remarks – Recommended Use of SACC Item
Use the following clause in contracts for procurements subject to the Set-Aside Program for Aboriginal Business. When the General Conditions to be used in the bid solicitation and contract do not include an entire agreement provision, the clause K9026D, Entire Agreement, must also be used.
Legal text for SACC item
1. The Contractor represents and warrants that the certification of compliance with the definition of an Aboriginal business set out in Requirements for the Set-Aside Program for Aboriginal Business and submitted with its bid is and remains accurate and complete. The Contractor acknowledges that the Minister has relied upon such representation and warranty to enter into this Contract. Such representation and warranty may be verified in such manner as the Minister may reasonably require. 2. The Contractor acknowledges that in the event of a breach of this covenant, the Minister shall have the right to treat the Contract as being in default in accordance with the default provisions of the Contract. 3. The Contractor shall keep proper records and documentation relating to the accuracy of the certification provided to Canada. The Contractor shall not, without the prior written consent of the Minister, dispose of any such records or documentation supporting the accuracy of the certification until the expiration of six (6) years after final payment of this Contract, or until settlement of all outstanding claims and disputes, resulting from a dispute under this contract, whichever is later. All such records and documentation shall at all times during the aforementioned retention period be open to audit, inspection and examination by the authorized representatives of the Minister, who may make copies and take extracts thereof. The Contractor shall provide all facilities for such audits, inspections and examinations, and shall furnish all such information as the representatives of the Minister may from time to time require with respect to such records and documentation. 4. Nothing in this clause shall be interpreted as limiting the rights and remedies which Canada or the Minister may otherwise have in relation to or pursuant to this Contract.
K9025T
1997-09-15SupersededK9025TARCHIVED Set-Aside / Aboriginal Business
Remarks – Recommended Use of SACC Item
Use the following clause in bid solicitations for procurements subject to the Set-Aside Program for Aboriginal Business. When the General Conditions to be used in the bid solicitation and contract do not include an entire agreement provision, the clause K9026D, Entire Agreement, must also be used.
Legal text for SACC item
1. This procurement is set aside for Aboriginal business under the federal government's Set-Aside Program for Aboriginal Business. Bidders must complete and sign the certification "Certification Requirements for the Set-Aside Program for Aboriginal Business" contained in Appendix "____", Requirements for the Set-Aside Program for Aboriginal Business, and this certification shall be submitted with the proposal. It is a precondition to the submission of a valid bid that this certification be accurately completed. Failure to complete and submit the Certification with the proposal shall render the proposal non-compliant. 2. By executing the certification, the Bidder represents and warrants that it is an Aboriginal business as defined in the Set-Aside Program for Aboriginal Business. 3. The Bidder acknowledges that the Minister relies upon such representation and warranty to evaluate bids and shall rely upon such representation and warranty to enter into any contract resulting from this bid. Such representation and warranty of the certification may be verified in such manner as the Minister may reasonably require. 4. Should a verification by the Minister disclose a breach of such representation and warranty, the Minister shall have the right to disqualify the bid or to treat any contract resulting from this bid as being in default and render it subject to the remedies set out in the certification and General Conditions.
K9026D
1997-09-15CancelledK9026DARCHIVED Entire Agreement
Remarks – Recommended Use of SACC Item
Use the following clause in bid solicitations and contracts for procurements subject to the Set-Aside Program for Aboriginal Business when the General Conditions to be used in the bid solicitation and contract do not include an entire agreement provision.
Legal text for SACC item
The Contract, including all Appendices, Annexes and all terms and conditions, including those incorporated by reference and the Requirements for the Set-Aside Program for Aboriginal Business and "Certification Requirements for the Set-Aside Program for Aboriginal Business" documents as completed and submitted by the Bidder, constitute the entire and sole agreement between the parties with respect to the subject matter of the Contract and supersedes all previous negotiations, communications and other agreements, whether written or oral, relating to it, unless they are incorporated by reference in the Contract. There are no terms, covenants, representations, statements of conditions binding on the parties other than those contained in the Contract.
K9035D
1998-11-23SupersededK9035DARCHIVED Handling of Personal Information
Remarks – Recommended Use of SACC Item
Use the following clause in all contract documents which call for the collection or creation of personal information. This includes contracts for investigations relating to specific individuals in cases such as harassment or the employment status of a public servant.
Legal text for SACC item
The Contractor acknowledges that Canada is bound by the Privacy Act, R.S.C. 1985, c. P-21, with respect to the protection of personal information as defined in that Act. The Contractor shall keep private and confidential any such personal information collected, created or handled by the Contractor under the Contract, and shall not use, copy, disclose, dispose of or destroy such personal information except in accordance with this clause and the delivery provisions of the Contract. All such personal information is the property of Canada, and the Contractor shall have no right in or to that information. The Contractor shall deliver to Canada all such personal information in whatever form, including all working papers, notes, memoranda, reports, data in machine-readable format or otherwise, and documentation which have been made or obtained in relation to this Contract, upon the completion or termination of the Contract, or at such earlier time as the Minister may request. Upon delivery of the personal information to Canada, the Contractor shall have no right to retain that information in any form and shall ensure that no record of the personal information remains in the Contractor's possession.