Contract for Consultancy Work

Name of School

QUOTATION DOCUMENT

THE PROVISION OF XXXX

CONTRACT REFERENCE:XXX

© Hertfordshire County School

Version 8ConfidentialPage 1 of 38

FORM OF AGREEMENT to be completed and signed once the Contract is awarded

SECTION 1INSTRUCTIONS TO BIDDERS

ECTION 2CONDITIONS OF CONTRACT

SECTION 3PROJECT BRIEF / SPECIFICATION

SECTION 4QUOTATION RESPONSE DOCUMENT

FORM OF AGREEMENT

THIS AGREEMENT datedXXXX

is made between

School Name & Address

and

[ ](“the Contractor”)

Company Registration No: [ ]

having its main or registered office at:

together referred to as “the parties”

IT IS AGREED THAT:

The Contract comprises this Form of Agreement and the Quotation

1. The Contract effected by the signing of this Form of Agreement constitutes the entire agreement between the Parties relating to the subject matter of the Contract and supersedes all prior contracts, negotiations, representations or understandings whether written or oral.

2.This Contract shall commence on theXXXand shall continue for a period of Twelve (12) months thereafter until XXX unless terminated in accordance with the provisions of this Contract or extended at the sole discretion of the School for up to a further one month by giving at least 6 weeks prior notice in writing.

SIGNED ON BEHALF OF

[please insert name of Contractor]

acting by:

…………………………………….

Director/Partner

…………………………………….

Director / Partner/Company Secretary*

[*Please delete as appropriate]

in the presence of -:

Witness Signature: …………………………………………….

Witness Name: …………………………………………….

Witness Address: …………………………………………….

Witness Occupation: ……………………………………………

SIGNED:

On behalf of the School

Signed………………………….…………….

Title………………………….…………….

On behalf of the School

Signed………………………….…………….

Title………………………….…………….

SECTION 1

INSTRUCTIONS TO BIDDERS

1.OVERVIEW

This document contains:

• Section 1: Instructions to Bidders
• Section 2: Conditions of Contract
• Section 3: Project Brief/Specification
• Section 4: Quotation Response (this is currently a separate document. The successful Bidders proposal will be added to this document upon award to form a final Contract.

.Bidders must only complete and sign the areas in the separate document, Section 4: Quotation Response Document and return their quotation, as a whole and in full, as per the instructions in the quotation e-mail and paragraph 5 of these instructions (Method of Quotation Return).

2.TIMETABLE

The indicative procurement timetable for this quotation process is set out below:

The aforementioned timescales are given in good faith as a best estimate of the time required. Although best efforts will be made to ensure that these are adhered to, it may be necessary to adjust this timeframe in order to ensure that the process is complete, thorough and equitable.

Any change to the Quotation Submission Date will be as per the “Due Date” in the system. Bidders will be advised in the event of this happening via the system.

3.CLARIFICATION

3 .1Clarification by the School

The School is under no obligation to seek clarification and it is the responsibility of Bidders to ensure that their quotations are unambiguous and complete and to seek clarification, if necessary, of the School’s requirements. The School, however, reserves the right to contact Bidders in order to clarify any genuine mistakes, gaps or omissions or in relation to responses to ambiguous questions, ensuring that the principle of equal treatment is adhered to at all times.

4.2Clarification by Bidders

All clarification questions, no matter what the nature, must be submitted using this method. All such questions must be received by the date specified in paragraph2 (Timetable) above. Questions received after the deadline may not be answered.

All Information provided to the Bidders by the School will, at all times, be given in good faith and the School will use reasonable endeavours to ensure that the information given is accurate and complete. The School shall however not be liable for any misstatement or misrepresentation made to the Bidders by the School except where such misstatement of misrepresentation is made otherwise than in good faith. Bidders should note that any information provided in the clarification of points raised by individual Bidders will be given to all other Bidders.

In respect of information given within this document the School believes it has provided all the known detail. Bidders should indicate to the School where they deem the information given to be insufficient for the construction of their Quotation Response. The School will assume that the Bidders have sufficient information for this purpose unless notified otherwise, in the manner described.

All clarifications, including, questions regarding the Conditions of Contract must be raised by the Clarification deadline, Bidders should note that the School is not bound to accept any of the proposed changes to the Terms and Conditions of Contract. Once raised the School will review such matters with its Legal team and either accept or reject the proposed change.

In order to maintain transparency all proposed changes to the terms and conditions plus the School’s decision on acceptance or otherwise will be notified to all Bidders prior to the submission of any quotation, therefore it is important that all such matters are raised well in advance of the clarification deadline as stated in 2 above (Timetable). See also 4.3 below.

4.3DISQUALIFICATION OF QUOTATIONS

For the avoidance of doubt, the School would like to highlight to Bidders that if any of the following events occur the School may in its absolute discretion disqualify their quotation submission.-

1) Failure to comply with the requirements of the Specification;

2) Failure to comply with any instruction contained within the invitation to Quote Documents, including any Mandatory Elements (i.e. Pass/Fail) within the Quotation Response Document;

3)Failure to submit an unqualified quotation Therefore, Bidders must ensure that they raise any points of clarification regarding this invitation to Quote Document, including any Clause during the clarification period. Please note that if this information is not provided during the clarification period and you request any changes to the Conditions of Contract at a later stage then the School reserves the right to reject the tender. Furthermore, if any of the requested changes raised during the clarification period fundamentally change the Contract, then the School reserves the right to reject the tender as non-compliant.

5.METHOD OF QUOTATION RETURN

Bidders shall follow the instructions in the system and complete all relevant blanks in the Section 4: Quotation Response. The completed sections shall be considered as part of the Contract (if successful). No quotation will be considered in which the detailed prices and particulars are not completed. Bidders must ensure that the uploaded documents can be accessed and ensure that a response tothis Quotation is submitted prior to the closing date and time.

6SAFEGUARDING IN EMPLOYMENT

6.1All Staff employed in the performance of the Services must have the right to work in the UK, Clause

29 refers.

6.2Some roles may require Disclosure and Barring Service (DBS) checks; Clause 29.6 – 29.23 refers.

6.3 Bidders will no doubt appreciate that DBS checks are essential and that there is a substantial lead-time awaiting the results. Furthermore, there is a cost implication that will need to be addressed.

Therefore, Bidders are advised that they should make their own enquiries on the cost of complying with Clause 29 and ensure that such costs are included within their quotation.

Details should be given in Bid Form 2 (Q5 and Q6) of how your company will undertake DBSchecks and comply with the Safeguarding Vulnerable Groups Act 2006 as amended by the Protection of Freedoms Act May 2012.

7.QUOTATION AWARD

7.1Evaluation Criteria

The evaluation will consist of two parts, mandatory requirements and award criteria evaluation. Those offers that meet the mandatory requirements will then be scored against the award criteria in Table A. Those deemed not to meet the mandatory requirementswill not be considered further.

Those questions that are for information only will be clearly marked as ‘NON- SCORED’.

Please Note: Points and Percentages used in the evaluation are always rounded up to 2 decimal places.

It is the School's intention to award the Contract to one organisation that can provide all elements of the Service.

Quotations will be evaluated against the following criteria:

Table A

Table B

7.2Evaluation of Quotations

Quotations received will be evaluated according to the Evaluation Criteria in Table A using the scoring methodology in Table B. If Table A contains any Pass/Fail criteria then these Bid Forms will be evaluated first. Any Bidder who fails to satisfy these criteria will not be taken forward to the scored Price/Quality evaluation.

The worked examples below are for illustrative purposes only and explain how the evaluation will be undertaken and the scoring applied. All references to values and percentages in the examples are for illustration only and Bidders must refer to the actual Evaluation Criteria and percentages in Table A.

7.3Price Evaluation

Evaluation of the Price element will be as advised by the Chartered Institute of Purchasing and Supply (CIPS) as follows; please note the illustrative example below is based on a Tier 1 weight allocation of 40%:-

Note 1:

Bidder Points Scored = Lowest Bidder Price * Points Available (5)

Bidder Price

For example if there were 3 quotations that were fed into the CIPS formula above the workings would be as follows (the examples below are for illustrative purposes only and Bidders should refer to Table A for the full award criteria)

Therefore to arrive at the actual weighted score for Price, the above formula will be applied accordingly:-

Actual Weighted Bidder Score = Bidder Points scored * 40%

Max. Points Available

7.4Quality Evaluation

The Quality questions in relation to the above criteria will be scored between 0 and 5 as per Table Bin paragraph 7.1. Please note the illustrative example below is based on a Tier 1 weight allocation of 60%:-

Formula for Calculating Overall Percentage for Element Scores

Element points cannot be added together. The overall score needs to be computed in line with the formula below (the examples below are for illustrative purposes only and Bidders should refer to Table A for the full award criteria)

Note 2

For Tier 1 items

(actual points / element maximum points) *Tier 1 percentage * 100

For Example if there were 3 quotations where only one Quality element/question is asked, then when fed into the formula above the workings would be as follows:-

8.CONFIDENTIALITY

The Bidder (whether his quotation is accepted or not) and all recipients of the specification and the documents (whether a Bidder or not) must treat the details of the documents and specification as private and confidential.

9.VALUE ADDED TAX

Prices in the Quotation Response are to be quoted exclusive of United Kingdom Value Added Tax.

SECTION 2

CONDITIONS OF CONTRACT

A.GENERAL PROVISIONS

1.DEFINITIONS

“Approval”

means the written consent of the School’s Contract Manager or any person authorised by the School’s Contract Manager. (“Approved” or “Approve” shall be construed accordingly).

“Bidder”

means the individual/organisation submitting a Quotation for this Contract

“Calendar Days”

means a day reckoned from midnight to midnight and shall include weekends and bank holidays in England and Wales;

“Conditions of Contract”

means this Contract’s terms and conditions and/or any modification duly agreed in accordance with this Contract.

“Confidential Information”

means all information of either Party or any sub-contractor relating to its business, affairs, ideas, prices, methods, plans, products, services, trade secrets, know-how, personnel, or customers whether disclosed under this Contract or prior to this Contract taking effect, during the quotationprocess or negotiations for this Contract.

“Contract”

means this Contract and all Schedules attached hereto.

“Contractor”

means the organisation as a Party to this Contract and its Staff

“Contractor’s Authorised Representative”

means such person nominated in writing by the Contractor andapproved by the School’s Contract Manager pursuant to Clause 15.2

“Contract Price”

means the contract price exclusive of any applicable tax, payable to the Contractor by the School under this Contract for the full and proper performance of Services provided by the Contractor in accordance with this Contract, as set out in Bid Form 5 within Section 4.

“School’s Contract Manager”

means the person appointed as such by the School pursuant to Clause 15.1.

“Disclosure & Barring Service (“DBS”)

Means the Non-Departmental Public Body established under the Protection of Freedoms Act 2012, sponsored by the Home Office and accountable to parliament with certain statutory responsibilities to help prevent unsuitable people from working with vulnerable groups, and merges the functions previously carried out the Criminal Records Bureau (CRB and Independent Safeguarding Authority (ISA).

“Intellectual PropertyRights” (“IPR”)

means patents, inventions, trademarks, service marks logos, design rights whether registerable or otherwise) applications for any of the foregoing, copyrights, database rights, domain names, trade or business names, moral rights and other similar rights or obligationswhether registerable or not in any country (including but not limited to the United Kingdom) and to sue for passing off.

“Law”

means but is not limited to any applicable Act of Parliament, statutory legislation, subordinate legislation within the meaning of section 21(1) of the Interpretation Act 1978, exercise of the Royal Prerogative, enforceable community right within the meaning of section 2 of the European Communities Act 1972, bylaw, regulatory policy, guidance or industry code, judgment of a relevant Court of law, or directives or requirements of any Regulatory Body of which the Contractor is bound to comply. Any reference to “Legislation” shall be construed accordingly.

"Material Breach"

means an act or omission (including an anticipatory act or omission) which is serious in the widest sense of having a serious effect on the benefit the School would otherwise derive from the Contract. A Material Breach shall include but is not limited to:

(a) appearing to commit an offence under the Bribery Act 2010 or giving any fee of reward contrary to Section 117(2) of the Local Government Act 1972;

(b)fixing or adjusting the Quotation Response in collusion with any other person or entering into agreement with any other person not to submit a quotation response;

(c)the Contractor ceasing to carry on the whole or a substantial part of the business or disposing of all or a substantial part of the assets which in the School's opinion adversely and materially impacts on the Contract

(d) the Contractor being a company or limited liability partnership:

(i)entering into any arrangement governed by the Insolvency Act 1986;

(ii)for a company, undergoing a change of control within the meaning of section 450 of the Corporation Tax Act 2010 which in the School's opinion adversely and materially impactson the Contract;

(e)the Contractor being an individual, entering into an arrangement governed by the Insolvency Act 1986;

(f) the Contractor being a partnership:

(i)any of the partners entering into an arrangement governed by the Insolvency Act 1986;

(ii)a substantial number of the partners leaving the partnership.

“Named Employee”

means the Contractor and/or the Contractor’s Staff (including all volunteers) directly involved in the provision of the Service(s)

“Party”

means a Party to this Contract and “Parties” shall be construed accordingly.

“Pre-Existing Rights””

shall mean any Intellectual Property Rights vested in or licensed to the School or the Contractor prior to or independently of the performance by the School or the Contractor of their obligations under the Contract and in respect of the School includes, guidance, specifications, instructions, toolkits, plans, data, drawings, databases, patents, patterns, models and designs;

“Quotation Response Document”

means the document submitted by Bidders as their proposal.

“Services”

means the Services to be provided pursuant to this Contract as specified in Clause 8 and Service shall be construed accordingly.

“Service User”

means a person to whom the Contractor shall provide the Services

“Staff”

means all persons employed by the Contractor to perform this Contract together with the Contractor’s servants, suppliers, agents and sub-contractors used in the performance of this Contract.

“Variation Letter”

means the variation letter that will be used to confirm any additional work, commissioned by the School pursuant to Clause 3

“Working Day”

means a day (other than a Saturday or a Sunday) on which banks are opened for domestic business in the City of London.

2.INTERPRETATION OF THIS CONTRACT

2.1Except as otherwise expressly provided, the documents comprising this Contract are to be taken as mutually explanatory of one another.

2.2Should either Party become aware of any ambiguities or discrepancies in or between any of the documents comprising this Contract, it shall immediately inform the other giving full details. Any such notified ambiguities or discrepancies shall be resolved by the School’s Contract Manager and the Contractor’s Authorised Representative.