Clarifications

55. What should we do if we dont have a company registration number?

54. DPS Schedule 4 - DPS Management 3.4 and 3.4 refer to a Supplier Action Plan, can you clarify what is expected to be included in the plan (if it is needed)?'

53. The Continuous Improvement Schedule is not highlighted yellow as a 'matter specific' Schedule in Framework Schedule 6, but it does not seem to be appropriate for short matters (see for example the reference to 'start of each Contract Year'). In a previous similar CCS framework, the CCS did not make any change to the wording but confirmed that a Buyer could take this point into account if it wished by adding in a special term in the Call Off Order Form. Could it be confirmed that we can take a similar approach for this DPS, if the Buyer sees fit?

52. Could you confirm that firms that are required or choose to produce a Modern Slavery Act statement can satisfy this requirement by providing that statement? We note that this confirmation was provided by the CCS on RM6187, RM6188 and RM6269, and so hopefully the position is intended to be consistent here.

51. The Buyer's right to assign, novate etc. under clause 23.2 should take into account the Supplier's regulatory requirements and client acceptance procedures. In another recent CCS framework, the following wording was included at the end of clause 23.2: "The Relevant Authority agrees that before making any assignment, novation or transfer it will provide the Supplier with reasonable notice to allow it to comply with any requirements which may apply to it under any Law." On call offs to this DPS, we assume that if the same issue applies the solution will be to ask if Buyers (if they are happy to) to include that as a special term? (Please note that we recognise that the DPS is independent of other frameworks, and we just mention this as a solution acceptable to the CCS on another framework where the same underlying issue applied.)

50. Please note that the blanket requirement to provide all data every six months may not actually be helpful to most buyers, who keep their own copies of data and have no use for periodic data dumps of data they already hold. In practice, if they are missing documents they will simply request that those documents be transferred. On call offs to this DPS, we assume that if the same issue applies the solution will be to ask if Buyers (if they are happy to) to include that as a special term? (Please note that we recognise that the DPS is independent of other frameworks, and we just mention this as a solution acceptable to the CCS on another framework where the same underlying issue applied.)

49. The base limitation of £10 million for data protection breaches) is much higher than the Consultancy 2 position, and very high given the low level of fees received on many projects (some can be as low as around £25,000, which would make this a cap of 400 times fees). We assume that for some projects a lower level, like £2 million or £5 million, for data protection breaches could be considered reasonable? This would obviously have to be agreed with the Buyers each time.

48. We assume that it is not intended for this clause, combined with the definition of New IPR, to result in all our internal working papers, emails etc. to form part of the intellectual property being assigned to you (which would be impractical as well as unreasonable), but rather that these clauses are intended to give you the IP rights in the products of the Services (i.e. the deliverables). Could you please confirm? We note that this confirmation was provided by the CCS on RM6187, RM6188 and RM6269, and so hopefully the position is intended to be consistent here.

47. Can you please confirm that the obligations in this clause are subject to the Supplier's obligations under Law (for the avoidance of doubt, including professional duties of confidentiality to other clients)? We have taken legal advice and this is unclear in the contract, so obtaining further legal advice will not assist on this query. We would like an acknowledgement from the CCS, as was provided on certain other frameworks with a similar wording, that it is not intended to ask Suppliers to do anything inconsistent with their obligations under Law.

46. For professional services it is not appropriate to have forward-looking warranties. Suppliers provide deliverables as at a certain date and those deliverables normally cannot predict what changes may occur thereafter (e.g. change of law). In another recent framework on the same terms the following additional wording at the end of this clause was accepted by the CCS: "Notwithstanding the foregoing, it is acknowledged that professional advice and reports will only be warranted as accurate as at the date of the report." On call offs to this DPS, we assume that if the same issue applies the solution will be to ask if Buyers (if they are happy to) to include that as a special term? (Please note that we recognise that the DPS is independent of other frameworks, and we just mention this as a solution acceptable to the CCS on another framework where the same underlying issue applied.)

45. This schedule appears to require a Cyber Essentials Scheme certificate for Suppliers (and subcontractors receiving 'cyber essentials scheme data'). However, in the DPS appointment form in item 12 it states that "Cyber Essentials Scheme Basic Certificate OR ISO 27001." is required. Does this mean that either a CE Scheme Basic certificate or a ISO27001 certification is acceptable for the purposes of DPS Schedule 9?

44. DPS Schedule 8, Self Audit Certificate, includes a requirement for checking other orders not under the DPS. This includes a requirement to confirm that the orders "could not have been procured under the DPS Contract". This appears to imply that Suppliers should not be accepting work that has been procured through other mechanisms, including other extant public sector frameworks, or where the Buyer chooses to use another contracting mechanism they prefer. This is not consistent with clause 2.6 of the Core Terms, which only requires the Supplier to "tell [Buyers] about this DPS Contract before accepting their order". The CCS on other frameworks with the same wording have confirmed that all we are being asked to do is count occurrences, and we may have to issue a certificate where it is stated that such and such a matter could have been procured through the Framework but (for whatever reason) an alternative method was chosen. We assume the same applies here but please let us know if not.

43. Some of the consultancy work we expect to see on this framework will be very small (some as low as c.£25,000) and may involve subject matter experts serving as subcontractors. The identity of the subject matter expert will change depending on the exact subject matter of the work (and is very likely to change from project to project). In the context of a small piece of work it will be very easy for such a subject matter expert to end up being caught as a Key Subcontractor due to the 10% of value requirement (in this example, a subject matter expert receiving a fee of £3,000 would be caught). This is likely to result in a very long list of Key Subcontractors which will be added to constantly. Given this substantial administration required around Key Subcontractors that seems onerous for small matters, is there any practical solution we could implement to this? Perhaps accepting that Buyers alone choose (if they wish) to can sign off on a subcontractor providing value under a de minimis threshold (say £15,000 plus VAT)?

42. In a recent CCS framework it was accepted that professional services suppliers in practice had to comply with professional rules and ethical requirements even if they did not strictly have the force or law. As a result, the definition of Law was amended to include reference to "...regulatory policy, professional rules and ethical requirements, mandatory guidance..." On call offs to this DPS, we assume we can ask if Buyers are happy to include that as a special term to accomodate our regualtory and professional obligations?

41. We are aware that the Core Terms are non-negotiable but wondered if it would be possible for you to clarify the below three points for us please as an academic institution. These have arisen after our contracts office have reviewed all the terms and related policy documents. (with thanks in advance for your response) (1)Research and teaching licence - Clause 9.2: We would request the licence to be extended to non-commercial research, teaching, and publication. This is required by our charitable guidelines. (2)Liability cap - Clause 11.2 We would seek to cap our liabilities and 150% of the relevant call-off contract price would be acceptable. (3)Publication - As a University we would seek to publish our Results as without the same the work cannot be classed as research in accordance with our charitable guidelines.

40. What should we enter if we don't have a company number as we are a third sector organisation.

39. DPS Schedule 5 does not state what the Management Levy amount/percentage is. Please could you confirm the amount/percentage of fee due as the Management Levy?

38. Supply chain visibility schedule: this states that the supplier shall "advertise on Contracts Finder all Sub-Contract opportunities arising from or in connection with the provision of the Deliverables above a minimum threshold of £25,000 that arise during the Contract Period". Are we correct in interpreting this to mean that if we name specific sub-contractors in a tender submission for work under the framework then we do not need to advertise on Contracts Finder?

37. Is there an option to view all the questions in the 2nd stage of the RM6126 _Research & Insights and once complete download all our responses.

36. Question 56 of the Research Insights questionnaire - does the contract need to have been completed? For example, if we wanted to use a 2-3 year contract for which most of the outputs have been delivered, could this be used as an example in this section?