“Minimum Expected Outcomes” means [the minimum number of Outcomes that the Authority and the Contractor agree are expected to be achieved in each of the [weeks / months / years] of the Operational Period]; “Mobilisation Period” means the period commencing on [DATE]/[the Commencement Date] and expiring on the Day immediately prior to the Services Commencement Date; “Mobilisation Plan” means the plan at 5 (Mobilisation and Demobilisation Plans); “Negative Outcomes Assessment” means an assessment, conducted at a Review Meeting in accordance with clause which establishes that the current performance levels for the Service have not achieved the Satisfactory Level of Outcomes; “Objective” means the intended effect of delivering the Outcomes under this Agreement, namely [insert details] “Operational Period” means the period during which the Contractor shall provide the Services which will start on the Services Commencement Date and end on the Operational Period End Date or the Termination Date if earlier; “Operational Period End Date” the Day falling [[•] years and [•] months] following the Services Commencement Date, save where extended pursuant to clause “Outcomes” means the Outcomes identified as such in the Services Specification; “Outcomes Payment” means the payments by the Authority to the Contractor for the achievement of the Outcomes calculated in accordance with 2 (Payment Schedule); “Performance Improvement Plan” means the plan agreed in accordance with clause to remedy a Service Failure or address a Negative Outcomes Assessment; “Personal Data” means personal data as defined in the 1998 Act which is supplied to the Contractor by the Authority or
Users; “Service Transfer Date” has the meaning given to it in clause of this Agreement (Expiry, Termination or a Transfer Change); “Service Users” means [describe individuals selected for participation in the program]; “Services” means the services to be provided by the Contractor to the Authority under this Agreement in accordance with the Services Specification; “Services Commencement Date” the latest to occur of (i) [insert expected Services Commencement Date] and (ii) the date on which the Mobilisation Plan has been completed, or such other date as the Parties agree in accordance with clause [“Services Fee” means the fee payable by the Authority in consideration of the performance of the Services by the Contractor in accordance with this Agreement being [insert amount] as may be amended in accordance with this Agreement;] “Services Specification” means the specification contained in 1 of 1 (Services Specification); “Subcontractor” means a person to whom the Contractor directly subcontracts any of its obligations under this Agreement; “Suitable Third Party” means any person who is not a person who has a material interest in the production, distribution or sale of tobacco products, alcoholic drinks and/or pornography; a person whose activities may, in the reasonable opinion of the Authority, have a material adverse effect on the reputation of the Authority; a person whose activities are, in the reasonable opinion of the Authority, incompatible with the
and that, where requested by the Authority, such staff, professional advisors and consultants sign a confidentiality undertaking before commencing work in connection with this Agreement; and where the Services include the provision or recruitment of temporary staff for the Authority, such staff are aware that they will be required to operate in accordance with the confidentiality and intellectual property obligations undertaken by the Contractor under this Agreement (including in particular those set out in clause (Data Protection), clause (Intellectual Property) and clause (Termination)) and the Contractor shall, if so required by the Authority, obtain and furnish to the Authority a personal undertaking from such temporary employees directly to the Authority to this effect before such employees begin work in connection with this Agreement. The Contractor shall not use any Confidential Information it receives from the Authority other than for the purposes of this Agreement. The provisions of clauses to shall not apply to any Confidential Information received by either Party: which is or becomes public knowledge (otherwise than by breach of this clause which was in the possession of the receiving Party, without restriction as to its disclosure, before receiving it from the disclosing Party; which is received from a third party who lawfully acquired it and who is under no obligation restricting its disclosure; is independently developed without access to the Confidential Information; or which must be disclosed pursuant to a statutory, legal or parliamentary obligation placed upon the Party making the disclosure, including any requirements for disclosure under the FOIA or the Environmental Information Regulations pursuant to clause (Freedom of Information). Nothing in this clause shall prevent the Authority: disclosing any Confidential Information (excluding Commercially Sensitive Information) for the purpose of: the examination and certification of the Authority’s accounts; or 15