[Optional cover page]

Outcome Agreement (Integrated)

[Note for using this document – This Outcome Agreement is for situations where more than one Purchasing Agency wants to contract with the Provider. ]

[Purchasing Agency 1]

And

[Purchasing Agency 2 – repeat as necessary]

And

[Provider]

Outcome Agreement

Parties

[Insert name of Purchasing Agency, e.g. “The Sovereign in right of New Zealand acting by and through the Chief Executive of…”]

[Insert name of Purchasing Agency, e.g. “The Sovereign in right of New Zealand acting by and through the Chief Executive of…”] [Name of Other Purchasing Agency contracting entity][repeat as necessary for each additional contracting entity]

(each a Purchasing Agency)

[Full legal name of NGO services provider, include any relevant registration numbers (e.g. charities or incorporated societies numbers) and address] (Provider)

Introduction

The Framework Terms and Conditions (3^rd edition) are part of this Outcome Agreement. The Framework Terms and Conditions are available at www.procurement.govt.nz

This Outcome Agreement describes the:

Outcome to be achieved;

Services that the Provider will provide to contribute towards achieving that Outcome; and

the performance measurement framework to assess the provision of the Services, and whether the Services have contributed towards achieving the Outcome.

The Purchasing Agency engages the Provider to provide the Services on the terms of this Outcome Agreement (including the Framework Terms and Conditions).

It is agreed

Relationship between this Outcome Agreement and the Framework Terms and Conditions

This Outcome Agreement is deemed to incorporate and be governed by the Framework Terms and Conditions (as added to or modified in accordance with clause 10).

Unless the context otherwise requires, all terms defined in the Framework Terms and Conditions have the same meaning in this Outcome Agreement.

The Introduction above forms part of this Outcome Agreement.

Where more than one Purchasing Agency is a party to this Outcome Agreement

A reference in this Outcome Agreement to “the Purchasing Agency” means each individual Purchasing Agency that is a party to this Outcome Agreement.

Each Purchasing Agency may exercise Purchasing Agency rights (as they relate to that Purchasing Agency only) under this Outcome Agreement. A Purchasing Agency may not represent another Purchasing Agency without the other Purchasing Agency’s consent, and may only exercise rights, and is only required to do things, relating to itself and Services being provided to it. No Purchasing Agency is responsible for what another Purchasing Agency does, or fails to do, under this Outcome Agreement. For example:

any extension of the term of this Outcome Agreement is only binding on the Purchasing Agency that provides its written consent to that extension; and

Services, payments or terms which refer to a particular Purchasing Agency only relate to that Purchasing Agency.

If a Purchasing Agency does, or requests the Provider to do, something which the Provider reasonably believes conflicts with what any Other Purchasing Agency requires or has requested, the Provider will advise each affected Purchasing Agency of that conflict and attempt to resolve it, but until the conflict is resolved, the Provider will be entitled to perform the Services as if the thing giving rise to the conflict had not happened.

The Framework Terms and Conditions set out the commitment Purchasing Agencies make around co-ordinating with the Provider and Other Purchasing Agencies to streamline communication, monitoring, reporting and audits to make the contract management of this Outcome Agreement as efficient and effective as is reasonably practicable.

Term of this Outcome Agreement

This Outcome Agreement will commence on [insert date] and end on [insert date] unless extended pursuant to clause 3.2 or terminated earlier in accordance with the Framework Terms and Conditions.

The Purchasing Agency may extend the term of this Outcome Agreement for up to [insert number of possible extension rights] further periods of [insert length of each extension term] by giving the Provider notice it wishes to extend the term at least [insert notice period] days before the date when the term would otherwise expire.

Services

The Provider will provide the Services described in Appendix 1.

In providing the Services, the Provider will meet or exceed any performance measures set out in Appendix 1. The performance measures will be used to determine whether the Provider has been successful in delivering each Service in accordance with this Outcome Agreement so as to contribute toward achieving the Outcome linked to each Service.

In providing the Services the Provider must follow the reasonable directions of the Purchasing Agency. Such directions must be consistent with the terms of this Outcome Agreement.

Payment

Subject to the Purchasing Agency’s rights under the Framework Terms and Conditions relating to the Recovery, Reduction or Suspension of Payments, the Purchasing Agency will pay the Provider for the Services the amounts, and at the times, specified in Appendix 5.

Contract management

The contract management arrangements for this Outcome Agreement (including monitoring, reporting and audit) are set out in Appendices 2 to 4.

The Provider and Purchasing Agency will comply with all applicable obligations under Appendices 2 to 4.

New IP

If, contrary to the intellectual property clauses in the Framework Terms and Conditions, any New IP is to be owned by the Purchasing Agency that will be recorded in Appendix 6.

Any Agreed Uses of New IP are recorded in Appendix 6.

Privacy of personal information

The details of any personal information that will be shared between the Purchasing Agency and the Provider, and any agreed approach to the management of such information, are recorded in Appendix 7.

Relationship Managers and contact details

Each party’s initial postal address, physical address, email address, phone number and Relationship Manager details is set out below:

Purchasing Agency: 

Relationship Manager: 

Postal address:  

Physical address: 

Email address:  

Phone number:  

Provider:

Relationship Manager:

Postal address:  

Physical address: 

Email address:  

Phone number:  

 Changes or additions to the Framework Terms and Conditions

The Provider and Purchasing Agency agree to amend the Framework Terms and Conditions as set out in Appendix 8 and 9.

Except as set out in Appendix 8 and 9, the Framework Terms and Conditions remain in full force and effect in relation to this Outcome Agreement.

Signatures

Signed as an agreement

for and on behalf of Purchasing Agency 1 as follows:

Signed by [insert name and title of signatory]    Date

Signed as an agreement

for and on behalf of the Purchasing Agency 2 as follows:

Signed by [insert name and title of signatory]    Date

Signed as an agreement

for and on behalf of the Provider as follows:

Signed by [insert name and title of signatory]    Date

Appendix 1 – Services, Outcomes to be achieved, and performance measures

* An asterisk in any box of the tables in this Outcome Agreement means population of those fields is mandatory. Anything without an asterisk is an optional field and a Purchasing Agency may delete those fields if it wishes. In addition, if a Purchasing Agency and Provider consider there is further relevant information they would like to include, they may add extra fields to any table in the Outcome Agreement to capture that information.

Appendix 2 – Monitoring by the Purchasing Agency

Appendix 3 – Regular reporting by the Provider

Appendix 4 – Regular audits or Accreditation Reviews of the Provider

Appendix 5 – Payment for Services

Appendix 6 – New IP

Appendix 7 - Privacy of personal information

[Note: Insert any agreements about the sharing of client personal information; alternatively include a reference to any service specification where those agreements are set out.]

Appendix 8 – Changes to the Framework Terms and Conditions

[Note: This is optional. This Appendix should only be used if the Purchasing Agency and the Provider have both discussed and agreed that the addition or departure from the Framework Terms and Conditions is necessary to address a matter that is both novel and specific to the Provider or the Services and which (for clearly identified reasons) is not otherwise adequately or appropriately provided for under the Framework Terms and Conditions.

Where applicable, include the consequences of breaching the new or amended terms (e.g. the parties will agree a Remedy Plan or some other consequence as applicable).

Appendix 9 – Additional terms to the Framework Terms and Conditions

[Include here any service specific clauses which are not covered by the Framework Terms and Conditions. In particular consider where relevant: clauses covering the Vulnerable Children’s Act (the obligations to have child safety policies), and clauses on Health and Safety obligations.]