Community Equipment

APPENDIX 2

COMMUNITY EQUIPMENT

SERVICE CONTRACT

AND

SPECIFICATION

This document cannot be reproduced without specific approval

Copyright RBKC March 2010

1

Contents

INTERPRETATION AND JURISDICTION

1Definitions

2Interpretation

3Law and Jurisdiction

4Copyright

5Entire Agreement

THE SERVICE

6Pre-Service Commencement Obligations

7The Service

8Equipment

9Commencement and Duration

10Extension of Contract

11Service Provider Probationary Review

12Review of Contract Terms

13Cessation of Requirement for the Service

14Contract Execution

15Equipment in the Community

CONTRACT MANAGEMENT

16The Authorised Officer

17The Contract Manager

18Partnering Principles

19Contract Review Meetings

20Change Control

21Legislative Change Risk

22Emergencies

23Dispute Resolution

24Joint Venture and Agency

RELIEF EVENTS

25Contingency Plans for Relief Events

26Occurrence of Relief Event

27Claim for Relief

28Grant of Relief

PERFORMANCE MONITORING

29Service Provider Monitoring

30Contracting Authority Monitoring

31Key Performance Indicators

32Key Performance Areas

33Best Value and Continuous Improvements

INDEMNITY AND INSURANCE

34Service Provider’s Indemnity

35Contracting Authority’s Liability

36Insurances

STAFFING MATTERS

37Staff

38Conduct of Staff

39Service Provider’s Employees

40Contracting Authority's Employees

41Offers of Employment

42Staff Records

43Convictions

44Criminal Records Bureau

45Police Act 1997

46Care Standards Exclusion List

47Independent Safeguarding Authority

48Safeguarding Children and Vulnerable Adults from Abuse

49The Public Interest Disclosure Act 1998 - Whistle Blowing

50Transfer of Undertaking (Protection of Employment) – Establishment of Contract

51Transfer of Undertaking (Protection of Employment) - Disclosure of Staffing Information

52Gratuities and Benefits

53Health and Safety

CHARGES AND PAYMENT

54Open Book Accounts

55Ownership of Equipment

56Contract Rate Review

57Payment

58VAT Payment

59Late Payment

60Parent Co-Guarantee

DEFAULT AND TERMINATION

61Liquidated Damages

62Remedies Cumulative

63Notices

64Individual Services Non-Performance

65Enforcement Notice

66Suspension and Part-Termination of Services

67Termination for Cause

68Default Notification Procedure leading to Termination

69Right of Set-Off

70Force Majeure

TRANSFER OF SERVICE

71Duty to Co-operate

72Transfer of Responsibility

INFORMATION SYSTEMS

73Information Systems

74Computer Systems

75Data Systems

76Data Records

77Data Security

78Data Protection

SUB-CONTRACTORS, NOMINATED SUPPLIERS AND RELATED MATTERS

79Assignment and Sub-Contracting

80Other Providers

81Nominated Suppliers

OTHER MATTERS

82Non-exclusion

83Audit Access

84Novation

85Complaint Enquiry

86Compliance with the Law

87Confidentiality

88Conflict of Interest

89Co-operation with others

90Copyright and Intellectual Property

91Environment Protection

92Equal Opportunities

93Diversity

94Evidence in Connection with Legal Proceedings

95Freedom of Information

96Human Rights

97Publicity and Advertising

98Temporary Measures against Adverse Publicity

99Severability

100No Partnership

101Third Party Rights

102Waiver

103Corporate Identity

104Civil Contingency

105Business Continuity

106Vehicle

107Sale of Goods Act 1979

SERVICE SPECIFICATION

PART A - BACKGROUND

1Introduction

PART B – FRAMEWORK AGREEMENT

2Stakeholders

3Variations to Standard Specification

PART C – SERVICE SPECIFICATION

4The Aim of the Service

5Service Outcomes

6Service Users

7Hours of Service

8Service Model

PART D - SERVICE USER MANAGEMENT

9Managing Service Users details on Service Provider System

10Business Rules

PART E - PRESCRIBER MANAGEMENT

11New Prescriber requires access to on-line ordering system

12Changes to the Prescriber’s Profile

13Business Rules

PART F - APPROVERS AND AUTHORISATION PROCESS……………………….………………71

14Setting up Prescribers with Approver Privileges

15Business Rules

PART G - ORDERING

16Prescriber wants to Place an Order

17Business Rules

PART H - THE FRAMEWORK CATALOGUE

18Format of Framework Catalogue

19Coding Structure

20Establishing Initial Framework Catalogue and Coding Structure

21Service Provider manages Framework Catalogue

22Business Rules

23Using the Framework Catalogue as an aid in Placing Orders

24Business Rules

25Interface Design

PART I - STOCK MANAGEMENT

26Service Provider maintains Stock Levels

27Business Rules

PART J - PERIPHERAL STORES

28Stores

29Business Rules

PART K - FACILITIES

30Premises

31Segregation of Stock

32Storage of Non-Standard Stock Equipment

PART L - DELIVERY

33Delivery Classification

34Delivery/Collection Charges

35Delivery/Collection Performance Framework

36Service Provider Delivers Equipment Order to Service User

37Business Rules

38Delays and Out of Time Deliveries

39Risk Management

40Safeguarding Vulnerable Adults and Children and Young People

41Whistle Blowing

PART M - FITTING AND MINOR ADAPTATIONS

42Service Provider undertakes Fitting if required on delivery of equipment

43Business Rules

44Minor Adaptation to Service Users property or Equipment

45Business Rules

46Feedback

47Risk Management

48Damage to Property

PART N - COLLECTION

49Collection Policy

50Service Provider Collects unwanted equipment from Service User

51Business Rules

52Refurbishment of Non-Standard Stock Items

53Disposal

54Retrieval Target

55Retrieval Initiatives

PART O - SERVICE AND MAINTENANCE

56Service Provider undertakes scheduled maintenance visits

57Business Rules

58Technical information

59Replacing Equipment

60Withdrawal of Equipments

PART P - CUSTOMER SERVICE AND AFTER CARE

61The After Care Support Service provided to the Service User

62Business Rules

63Emergency Service Protocol

PART Q - OTHER SERVICE MATTERS

64No Reply

65Transportation Vehicles

66Technical and Clinical Advice

67Other Literatures

68Quality Assurance

PART R – TELECARE SERVICE

69Monitoring Agent

70Managing Service Users details on Service Provider system

71Ordering

72Prescriber wants to Place an Order for Telecare

73Hospital Discharge (System at LIVE status 24 hours from order being placed to installation)

74Processing Orders

75Installation and Activation

76Maintenance

77Collection

78Stock Management

79Customer Service and After Care

PART S – WHEELCHAIR SERVICE

80Overview

81Business Rules

82The Service Request

83Service User (or Carer) contacts Service Provider and enquires about the loan of a Wheelchair

84The Equipment Loan Process

85Business Rules

86Delivery

87Collection

88Equipment is collected from Service Users address at the end of Wheelchair of Loan period.

89Refurbishment of returned Wheelchair

90Business Rules

91Maintenance

92Business Rules

93Customer After Care

94Service Commissioner contacts Service User to undertake a Customer Satisfaction survey on Wheelchair Equipment Service provision.

95Business Rules

96Financials

97Service Provider submits Management data and invoice for Management of service.

PART T - TRANSFER OF BUSINESS

98Existing Service User Data

99Maintenance of Equipment Already Out

100Purchase of Existing Equipment

PART U – STAFFING

101Recruitment

102Contracts of Employment

103Disclosure of information

104Allocation of Staff

105Qualifications Requirements

106Supervision Requirements

107Dress and Behaviour

108Identification

109Non-discrimination in service provision

PART V - PAYMENTS

110Cost Drivers

111Cost Base

112Service Volumes

113Service Budget

114Activity Charges

115Payments to the Service Provider

116Supporting Information

117Invoice Correction Procedure

PART W – MANAGEMENT OF THE SERVICE

118Key Performance Indicators/Areas

119Standard Reports

PART X – INFORMATION TECHNOLOGY AND MANAGEMENT

120Computer Ordering System Overview

121Computer System at Commencement Date

122Developmental Path

123Basis of Pricing

124Developmental Charges

125Service Provider Provided Portal/Interface Requirements

126Third-Party Supplied Portal

127Host Environment

128Software Maintenance

PART Y – SERVICE DEVELOPMENT

129Future Transformation

PART Z - END OF SERVICE CONTRACT

130Information and right to acquire

131Service Providers Equipment

132Contracting Authority’s Equipment

1

INTERPRETATION AND JURISDICTION

1Definitions

1.1In this Contract and the Schedules and Annexes hereto unless the context otherwise requires the following words and phrases shall where the context so admits have the following meanings:

“Access Agreement” / means the access agreement dated [ ] granting the Contracting Authority entitlement to enter into this Service Contract with the Service Provider, under the terms of the Framework Agreement
“Activity Cost” / means the Service Provider’s Activity Costs, excluding the agreed overhead, as set out in Schedule 2c of the Service Provider’s tender submission for the Services
“Ancillary Services” / meansany additional Services not set out in the Specification but of the same or similar nature and as may be agreed between the Service Provider and the Contracting Authority from time to time
“Appendices” / means the appendices attached hereto and forming part of this Service Contract
“Authorised Officer” / is defined in clause 16
“Bespoke” / means specially modified Equipment designed for a particular Service User
“Best Value Duty” / means the duty imposed on local authorities by section 3 of the Local Government Act 1999 Act
“Boundary” / meanstheaggregated geographical boundary of all Contracting Authorities under the Framework Agreement plus 5 miles
“CTE” / means Close Technical Equivalent and applies to equipment of the same specification and kindto a Standard Stockitem and capable of meeting the needs of the Service User
“Carer” / means a family member, neighbour, friend or care worker who provides help and support to the Service User
“Change in Law” / means the coming into effect after the Commencement Date of any Directive, Statute, Statutory Instrument, Regulation or by-law other than one which has been published prior to the Commencement Date:
a)in a draft bill as part of a Governmental Departmental Consultation Paper;
b)in a Bill or white paper;
c)in a draft statutory instrument;
d)as a proposal in the Official European Journal;
e)any applicable judgement of a relevant court of law which changes a binding precedent; or
f)any Guidance (that is any ministerial guidance, circular or best practice note with which the Service Provider is legally bound to comply)
“Clause” / means a clause in the Contract Conditions
“Commencement Date” / means the date of the relevant Access Agreement
“Confirmation Order” / means an order issued by the Service Provider confirming that a chargeable activity has taken place where a Prescriber has not issued an Order;
“Contracting Authority” / means [insert name of Contracting Authority]
“Contracting Authority Data” / means all information provided by the Contracting Authority or the Service Provider for the purpose of theService
“Contract Conditions” / means clauses 1 – 106 hereof
“Contract Documents” / means the Contract Conditions, Specification, Appendices and Schedules, including the Means of Delivery Statement and the Schedule of Rates filled in by the Service Provider as part of its tender for the Services
“Contract Manager” / is defined in clause 17
“Default Notice” / means a notice setting out the nature of a default committed and, if the default can be put right, the action required to put it right and the timescale within which it is to be put right. Any such timescale must be reasonable in all the circumstances
“Delivery Speeds” / means the agreed timescale within which equipment will be required to be delivered to the Service User’s home, calculated from the time of the order being placed
“Delivery System” / means the computer and manual systems used by the Service Provider to manage the delivery of the Service in meeting all the contract obligations
“Development Path” / means the process through which the Computer System shall be evolved to meet the full requirements of the Transforming Community Equipment Agenda
“DT” / means Driver/Technician
“Emergency” / means an event causing or, in the reasonable opinion of a party, threatening to cause death or injury to any individual, or serious disruption to the lives of a number of people or extensive damage to property, or contamination of the environment, in each case on a scale preventing the Services operating under normal circumstances and requiring the mobilisation and organisation of the emergency services
“Equipment” / means the equipment to be provided as part of the Services
“Existing Stock” / means the Contracting Authority’s stock of Equipment which it used in providing a service similar to the Service prior to the Commencement Date and which shall be transferred to the Service Provider in accordance with paragraph 100
“Expiry Date” / means the expiry date set out in the relevant Access Agreement
“Framework Agreement” / means the Framework Agreement dated the 1st day of April 2010between the Royal Borough of Kensington and Chelsea and the Service Provider for the provision of the Services
“Framework Board” / means the board of officers appointed to represent the interests of each of their respective Contracting Authorities in all matters concerning the Framework Agreement
“Framework Catalogue” / means the list, with details, of all equipment available from the Service Provider under the Framework Agreement, including the Standard Stock List, Researched Products and other Non-Standard Stock items which become available for re-use
“General Change in Law” / means a Change in the Law which is of general application to a number of industries and not specific to the community equipment industry
“Good Industry Practice” / means that degree of skill, care, prudence and foresight and operating practice which would reasonably and ordinarily be expected from time to time of a skilled and experienced operator (engaged in the same type of undertaking as that of the Service Provider) or any sub-contractor (as the case may be) under the same or similar circumstances
“Instructing Officer” /

means an officer appointed by the Authorised Officer to instruct the Service Provider to carry out work which is part of the Services

“Interface” / means any automated link between two computer systems that enables exchange of data or sharing
“KPI” / means Key Performance Indicator, being set targets by which the provision of the Service will be monitored
“Lead Authority” / means the nominated Contracting Authority who co-ordinates the Framework Agreement, agrees London-wide changes to the Specification, maintains a list of Contracting Authorities and determines volume discounts on behalf of all Contracting Authorities
“Local Catalogue” / means a catalogue of Equipment held by the Service Provider to meet the particular requirements of an individual Contracting Authority
“Local System” / means the care management system used by Prescribers locally to record Service User needs and assessments including those for Occupational Therapy equipment
“Means of Delivery Statement” / means the statement prepared by the Service Provider as part of its Tender submission for the Services, describing how the Service Provider intends to comply with the Specification
“Minor Adaptations” / means the installation of rails, temporary ramps and door entry phone systems (paragraph 44 of the Service Specification)
“Non-Standard Stock” / means items whichare not included in the Standard Stock List but which a Prescriber may request on an ad hoc basis and which tend to be of a specialist nature; namely Researched Products, Specials, Bespoke and Minor Adaptations
“Normal Working Hours” / means the normal working hours as set out in paragraph 62.9
“Notice” / means a formal process by which the Service Contract Manager and Authorised Officer notify each other of their intention to exercise one of their defined powers under this Service Contract
“Open Book Account” / means the process as described and referred to in clause 54
“Order” / means an order placed by a Prescriber requesting the provision of Services hereunder made in accordance with Part G of the Specification
“Out of Hours” / means the out of hours as set out in paragraph 62.8
“Out of Time Deliveries” / means any delivery/collection which has not taken place within the timeframe stipulated in the Order
“Paragraph” / means a paragraph within the Specification
“Parties” / means the Service Provider and the Contracting Authority
“Performance Standard” / means the required standard to which the Service must be provided to meet the requirements of the Service
“Peripheral Stores” / means stores at sites controlled by a Contracting Authority or Prescriber and notified to the Service Provider by the Authorised Officer to which Equipment may need to be delivered to or collected from
“Personal Data” / means personal data as defined in the Data Protection Act 1998
“PIN” / means a Personal Identification Number associated with a Prescriber and used to control the activities a Prescriber can undertake on the Prescriber Ordering Portal. The PIN shall have an associated password that controls access to the Portal
“Premises / means the premises provided by the Service Provider from which the Service is provided
“Prescribed Rate” / means two percent (2%) above the base rate from time to time of Lloyds Bank plc
“Prescriber” / means any person authorised by the Contracting Authority to requisition Equipment or Minor Adaptations from the Service Provider for use by a Service User
“Prescriber Ordering Portal” / means the system provided to Prescribers for placing and tracking orders. Henceforth referred to as the Portal
“Prescription Products” / means all items of equipment listed in the published Department of Health TCES national catalogue of Simple Aids to Daily Living (SADLS), as reviewed and updated from time to time
“Probation Period” / means the first year following the Commencement Date
“Profile” / means an attribute of identification with controls representative of a Contracting Authority Organisation/Business Area/Team/Prescriber
“Relief Event” / means any of the following:
i.fire, explosion, lightning storm, tempest, flood, bursting or overflowing of water tanks, apparatus or pipes, ionising radiation, earthquake, riot and civil commotion;
ii.failure by any statutory undertaker, utility company, local authority (other than the Contracting Authority) or other like body to carry out works or provide services;
iii.undertaking of any work by the Contracting Authority in accordance with its obligations under the Contract Documentation or in order to discharge its statutory functions that materially affect the Service Provider’s ability to provide the Service;
unless any of the events listed in paragraph (i) to (iii) inclusive arises (directly or indirectly) as a result of any default or wilful act of the Service Provider or any of its sub-contractors
“Replacement Order” / means an order issued by a Prescriber related to the re-stocking of a Peripheral Store
“Researched Product” / means a Non-Standard Stock item but whose details have been researched in advance by the Service Provider and is listed and available for order in the Framework Catalogue
“Schedule” / means, where a reference number is provided, a schedule in the Service Provider’s tender submission for the Services (Means of Delivery Statement)
“Schedule of Rates” / means the purchase, credit and activity charges as specified in Schedule 2A - H
“Service Contract” / means this service contract including the Access Agreement andContract Documents;
“Service Provider” / means Medequip Assistive Technology Limited
“Service Users” / means any person or organisation who receives the Service
“Service” / means the Service to be provided by the Service Provider to the Contracting Authority, in accordance with the Contract Documents
“Specials” / means Non-Standard Stockitems, whose details have not been researched by the Service Provider and therefore do not appear in the Framework Catalogue. Such equipment can still be ordered through the Service Provider in accordance with the Specification
“Specific Change in Law” / means any change of law which is specific to the community equipment industry only and having no effect upon any other industry
“Standard Stock” / means any item ofequipment listed in the Standard Stock List
“Standard Stock List” / means the list of commonly used Equipmentapproved by the Framework Board which the Service Provider must have in stock and available to provide at all times
“The Solution” / means the combination of computer systems deployed to support the provision of Community Equipment. This includes systems provided by the Service Provider, the Contracting Authority organisation and any 3rd Party computer system suppliers
“TUPE” / means the Transfer of Undertakings Protection of Employment Regulations 2006 and/or the European Acquired Rights Directive 2001/23 EC

2Interpretation

2.1Words importing one gender shall include the other gender.

2.2Words in the singular shall include the plural and vice versa.

2.3Words importing individuals shall be treated as importing corporations, Partnerships and any organisation having legal capacity and vice versa.

2.4Headings are for ease of reference only and shall not affect the construction of the Contract or be deemed to be part of this Contract.

2.5As the Service will consist of a significant percentage of Service Users without the mental capacity to enter into dialogue with the Service Provider or make the decisions outlined in this Contract, the term “Service User” can, where appropriate, mean their informal carer or Instructing Officer.

2.6References to personnel staff and managers of the Service Provider shall include references to all persons engaged by the Service Provider in the performance of the Services and shall (if the context so permits) include references to the personnel and managers of any sub-contractor of the Service Provider.

2.7References to any enactment, order, regulation or other similar instrument shall be construed as a reference to such enactment, order, regulation or instrument as amended or re-enacted by any subsequent enactment, order regulation or instrument.

2.8References to clauses, appendices, schedules and annexes shall be deemed to be references to appendices, schedules and annexes to this Contract and references to sub clauses shall be deemed to be references to sub clauses of the clause in which the reference appears.

2.9In the event of any conflict between any provision of this Contract and any documents referred to in this Contract, save for the Framework Agreement, these terms shall prevail.

2.10The words of this contract shall bear their natural meaning and no term shall be construed contra proferentem.