14 - Conditions of contract and contract formalities

14.1     All contracts (including concession contracts) must, subject to CPR 14.3, be formally concluded in writing before the supply of goods, services, health care service or works begins.

14.2    All contracts (including concession contracts) shall, subject to CPR 14.3, be written in plain language and shall adopt either:

14.3    CPRs 14.1 and 14.2 do not apply to low value, one-off retail purchases where a purchasing card is used. 

14.4    Contract minimum requirements:

1. All contracts (including concession contacts), irrespective of their Estimated Total Contract Value, shall as a minimum:

1. contain a full description of the deliverables to be supplied (including any works, materials, services or other things to be furnished, received or completed)
2. identify the required quantity of deliverables
3. set out provisions relating to the invoicing and payment of charges (i.e. the price to be paid and when)
4. set out the time(s) and location(s) for delivery or performance
5. set out provisions which enable the Council to terminate the contract
6. set out appropriate liability indemnity and insurance requirements
7. set out the contract period or, as appropriate, the required timeframe for delivering milestone deliverables
8. set out such other terms and conditions as may be agreed between the parties which shall include, where relevant, a reference to continuous improvement in accordance with the Best Value legislation.

b.     All contracts (including concession contracts) for the supply of goods, services or works procured under PA23 that have an Estimated Total Contract Value that is more than £5 million (including VAT) shall, in addition to the minimum requirements set out in CPR 14.4(a):

1. set at least three key performance indicators in respect of the contract;
2. reserve a right for the Council to publish a redacted version of the contract; and
3. reserve a right for the Council to publish a copy of any modification(s) to the contract. 

14.5      Where contracts (including concession contracts) are awarded which involve the transfer of Council staff, or of former Council staff who were previously the subject of an outsourcing of service, such contracts shall include provisions which ensure that the relevant legislation is complied with and that the Council is appropriately indemnified. Where the Council is a third party to any staff transfer, the contract shall in addition ensure that the Council is provided with access to the supplier’s staff and employee information on request.

14.6     Every relevant contract must provide for the Council to terminate the contract and recover any resulting losses if the supplier or their employees or agents, with or without their knowledge:

a) does, or has done, anything improper to influence the Council to give them the contract;
b) commits an offence under the Bribery Act 2010 or Section 117(2) of the Local Government Act 1972

or if the supplier is an excluded supplier for the purposes of section 57 of PA23.

14.7     In appropriate cases, after consultation with the Assistant Director of Legal Services, the supplier shall be required to give sufficient security for the due performance of their contract.

14.8     Where the value of a relevant contract or variation agreement exceeds:  

1. £100,000 (excluding VAT) in total but is less than £500,000 (excluding VAT) it must be signed by at least two Officers of the Council, being the relevant Authorised Officer and one other Officer above salary scale point 33; or
2. £500,000 (excluding VAT) in total it shall be executed under the common seal of the Council.

14.9     Unless otherwise agreed by the Assistant Director of Legal Services, a contract or variation agreement must be executed under the common seal of the Council where: 

1. the Council wishes to reserve the right to enforce the contract or variation agreement more than six years after its end; or
2. there is any doubt as to whether valid consideration is being created under the contract or variation agreement. 

14.10   The process of affixing of the Council’s seal to contract documents shall be carried out by the Assistant Director of Legal Services or those persons who have been given authority to do so from time to time.