This rider applies when your Order says it does and you are a public sector body, such as a government department, local authority, NHS body, school, academy trust or other contracting authority. It adds to our Customer Agreement.
Key points
- If this rider conflicts with the Customer Agreement on a public sector matter, this rider applies.
- We accept that information about the Contract may be disclosed under freedom of information law.
- Invoices are payable within 30 days where the Procurement Act 2023 requires it.
- The statutory termination rights under the Procurement Act 2023 apply.
1. How this rider works
1.1 This rider forms part of the Contract when your Order says it applies. If it conflicts with any other document in the Contract on a matter it covers, this rider takes priority, except over special terms agreed in the Order.
1.2 Your procurement documents or call-off terms may include further requirements. Those only apply if they are included in your Order.
2. Freedom of information
2.1 We understand that you may have to disclose information about the Contract under the Freedom of Information Act 2000, the Environmental Information Regulations 2004 or their Scottish equivalents.
2.2 Where a request covers information that we have told you is commercially sensitive, you will consult us before deciding whether to disclose it. You decide whether information is disclosed.
2.3 We will give you information you reasonably need to respond to a request within 5 Business Days of being asked.
3. Transparency and publication
3.1 You may publish information about the Contract that the Procurement Act 2023 or government transparency rules require. Before publishing the Contract or its details, you will give us the opportunity to propose redactions of commercially sensitive information.
4. Payment
4.1 Where section 68 of the Procurement Act 2023 applies, you will pay each invoice within 30 days of the day you receive it, unless the Order sets a shorter period. If you consider an invoice invalid or dispute it, you will tell us without undue delay, with reasons. This replaces the 14-day period in clause 10.3 of the Customer Agreement.
4.2 We will pay our own subcontractors on this Contract within 30 days of receiving a valid and undisputed invoice, where the Procurement Act 2023 requires it.
5. Termination rights under the Procurement Act 2023
5.1 You have the termination rights implied into public contracts by section 78 of the Procurement Act 2023. These include where we become an excluded or excludable supplier, or where the Contract was awarded or modified in material breach of the Act. Before ending the Contract on one of these grounds, you will tell us which ground applies and why, and give us a reasonable opportunity to respond, as section 78 of the Act requires.
5.2 We will tell you promptly if we become aware that we are, or may become, an excluded or excludable supplier under the Act.
5.3 If you end the Contract under clause 5.1, clause 11.7 of the Customer Agreement does not apply. You pay for Services provided up to the date of termination and for any non-cancellable Third-Party Product commitments. If you end the Contract because it was awarded or modified in material breach of the Act, you will also pay our reasonable costs that we cannot avoid as a result of the early end of the Contract.
6. Conflicts of interest
6.1 We will tell you promptly about any conflict of interest that arises in connection with the Contract and take reasonable steps to manage it.
7. Security and standards
7.1 We will meet any security standards and accreditations that your procurement documents require and that are stated in your Order.
8. Audit
8.1 We will cooperate with reasonable requests from your internal or external auditors, including the National Audit Office or an equivalent body, for information about the Contract. This does not give access to our costs or margins unless the Contract is priced on a cost basis.
9. Compliance and social value
9.1 Clause 22 of the Customer Agreement applies. We will provide any modern slavery, social value or other reporting that your Order requires.