Common use of Conduct Review/Audit Clause in Contracts

Conduct Review/Audit. The Purchaser may review the Contractor’s performance from time to time over the period of the DPS according to the Performance Measurement Table hereunder. On completion of the Contract, if so requested by the Purchaser, the Contractor shall collate and provide to the Purchaser the information required for the Purchaser to review the Contractor’s performance according to the Performance Measurement Table below. The Purchaser will complete a Performance Evaluation Form using a copy of the document included in Schedule 3 and shall also record performance against the Performance Measurement Table. The Contractor is said to have reached Level 1, Level 2 or Level 3, if, during the review for one of the indicators listed in the below table, the number of occurrences of that indicator equals or exceeds the number listed in the column headed “Level 1”, “Level 2”, or “Level 3”. If the Contractor has reached Level 1, the Purchaser will give the Contractor a written notification and the Contractor must demonstrate to the Purchaser’s satisfaction that it has implemented steps to redress the problem. If the Contractor has reached Level 2, the Purchaser will exclude that Contractor from any competition under the DPS in which it is due to participate until the Contractor has demonstrated to the Purchaser’s satisfaction that it has implemented steps to redress the problem. Until the foregoing has been satisfactorily remedied, competitions under the DPS may be run without prejudice as if the Contractor was excluded and these terms and conditions had been terminated with the Contractor. If a Contractor has reached Level 3 and a Purchaser may terminate the Contractor pursuant to Clause 19 below. Management of Safety during hire Failure to maintain safety measures as set out in the Safety and Health Plan and/or Contractor’s Safety Statement Contract N/A 2 3 Failure to submit required safety certificates relevant to hired Plant item e.g. GA1, GA2 etc. Contract N/A 2 3 Requirement for immediate off hire of plant or driver on foot of committing a breach of the Safety, Health & Welfare at Work Act 2005 or any regulations or code of practice made under it concerning the works Contract N/A 1 2 Requirement for immediate off hire of plant or driver on foot of failure to comply with reasonable Direction(s) issued by the PSCS or Purchaser’s Representative or has Contract N/A 1 2 General Failure of the Contractor to comply with its obligations under the Contract, and if applicable, failure to put matters right following issuance of direction by the Purchaser Contract 2 3 5 Failure of the Contractor to proceed regularly and diligently with the execution of the works Contract 2 3 5 Plant reliability Failure of Plant to be fully operational during the course of the Rental Period to an extent that impedes works completion Contract 2 3 5 Mobilisation Failure to mobilise with the nominated plant on the dates as agreed in the appendix to the Contract Contract 2 3 5 Plant Driver/ Operator Requirement for immediate removal of plant Operator on foot of their negligence or insufficient competence to carry out their tasks in compliance with the Contractor’s obligations under the Contract Contract N/A 1 2 Legal Requirements Requirement for immediate off hire of plant or driver on foot of committing or causing the Purchaser to commit a serious breach of Legal or Statutory requirements concerning the works Contract N/A 1 2 Workmanship during hire Failure of the Contractor to execute the works in a proper and workmanlike manner and using good practice Contract 2 3 5 Defects in competed work requiring re-visiting to repair 180 days 1 2 3 The Contractor shall implement such recommendations and comply with any Purchaser’s findings to the extent necessary to ensure that the Services continue to be delivered and the Contractor continues to meet its obligations in accordance with the requirements set out in these terms and conditions. In addition to the performance review as may be conducted by the Purchasers pursuant to Clause 18.1 above, the performance of the Contractor under these terms and conditions shall be subject to review by the Purchaser, when deemed necessary for the purpose of addressing continued non-performance issues. Mutually agreeable dates will be determined for these meetings, the purpose of which will be to provide a forum for the Purchaser and the Contractor to review performance and other key issues in connection with these terms and conditions. The Purchasers and the Contractor shall be committed to continuously improving the Contractor/Purchaser relationship. The Contractor shall implement such recommendations and comply with the Purchaser's findings pursuant to Clause 11 to the extent necessary to ensure that the Services continue to be delivered and the Contractor continues to meet its related obligations in accordance with the requirements set out in these terms and conditions. The Contractor shall keep and maintain until a minimum of six (6) years after the expiry of the Term, full and proper records and all documents relating to the performance of its obligations under these terms and conditions and shall allow each Purchaser and any auditors of or other advisers to a Purchaser to access at any time and from time to time any of the Contractor’s premises, personnel and such records and documents for the purposes of: fulfilling any legally enforceable request by any court, tribunal or regulatory body; or undertaking verifications of the accuracy of the Price in accordance with Clause 8 or identify suspected fraud; or undertake verification that Services are being (and have been) provided in accordance with these terms and conditions. Conduct of Audits: Subject to Clause 18.11.2 below, any audit shall be carried out with reasonable prior notice and in a reasonable way so as to cause as little disruption as is reasonably possible to the Contractor’s business. Where a Purchaser has reasonable grounds to believe that the Contractor is not complying with its obligations under these terms and conditions, an audit may be carried out without prior notice. Any Purchaser, its agents or designees may exercise a right of audit under this Clause 18.11 and shall comply with the Contractor’s reasonable security and access rules and procedures. Persons that a Purchaser may designate include that Purchaser’s, the LGOPC’s independent auditors, representative of governmental or regulatory authorities having jurisdiction under applicable law for the activities relating to these terms and conditions. During any audit, any Purchaser shall ensure that its agents or designees shall treat as confidential any information, data or documents relating to the Contractor to which they may have access. The Contractor shall provide all assistance reasonably requested by a Purchaser (and its auditors and other advisers) in relation to any audit, including access to the Contractor’s personnel, records and premises. Each Purchaser shall pay its own cost and expenses for any audit undertaken pursuant to this Clause 18 save where such audit identifies that the Contractor has overcharged a Purchaser by 2% or more of the invoice amount for the Services under audit, or overstated the Contractor’s pricing by more than 2%, in which case the Contractor shall reimburse the Purchaser, for its out of pocket expenses in conducting such audit. This Clause 18.11.6 is intended as a fair allocation of audit expenses and not as damages or a penalty.

Conduct Review/Audit. 18.1 The Purchaser may review the Contractor’s performance from time to time over the period of the DPS according to the Performance Measurement Table hereunder. . 18.2 On completion of the Contract, if so requested by the Purchaser, the Contractor shall collate and provide to the Purchaser the information required for the Purchaser to review the Contractor’s performance according to the Performance Measurement Table below. The Purchaser will complete a Performance Evaluation Form using a copy of the document included in Schedule 3 and shall also record performance against the Performance Measurement Table. . 18.3 The Contractor is said to have reached Level 1Xxxxx 0, Level 2 Xxxxx 0 or Level 3, if, during the review for one of the indicators listed in the below table, the number of occurrences of that indicator equals or exceeds the number listed in the column headed “Level 1”, “Level 2”, or “Level 3”. . 18.4 If the Contractor has reached Level 1Xxxxx 0, the Purchaser will give the Contractor a written notification and the Contractor must demonstrate to the Purchaser’s satisfaction that it has implemented steps to redress the problem. . 18.5 If the Contractor has reached Level 2Xxxxx 0, the Purchaser will exclude that Contractor from any competition under the DPS in which it is due to participate until the Contractor has demonstrated to the Purchaser’s satisfaction that it has implemented steps to redress the problem. Until the foregoing has been satisfactorily remedied, competitions under the DPS may be run without prejudice as if the Contractor was excluded and these terms and conditions had been terminated with the Contractor. . 18.6 If a Contractor has reached Level 3 and a Purchaser may terminate the Contractor pursuant to Clause 19 below. Management of Safety during hire Failure to maintain safety measures as set out in the Safety and Health Plan and/or Contractor’s Safety Statement Contract N/A 2 3 Failure to submit required safety certificates relevant to hired Plant item e.g. GA1, GA2 etc. Contract N/A 2 3 Requirement for immediate off hire of plant or driver on foot of committing a breach of the Safety, Health & Welfare at Work Act 2005 Xxx 0000 or any regulations or code of practice made under it concerning the works Contract N/A 1 2 Requirement for immediate off hire of plant or driver on foot of failure to comply with reasonable Direction(s) issued by the PSCS or Purchaser’s Representative or has HSA Contract N/A 1 2 General Failure of the Contractor to comply with its obligations under the Contract, and if applicable, failure to put matters right following issuance of direction by the Purchaser Contract 2 3 5 Failure of the Contractor to proceed regularly and diligently with the execution of the works Contract 2 3 5 Plant reliability Failure of Plant to be fully operational during the course of the Rental Period contract period to an extent that impedes works completion Contract 2 3 5 Mobilisation Failure to mobilise with the nominated plant on the dates as agreed in the appendix to the Contract Contract 2 3 5 Plant Driver/ Operator Requirement for immediate removal of plant Operator on foot of their negligence or insufficient competence to carry out their tasks in compliance with the Contractor’s obligations under the Contract Contract N/A 1 2 Legal Requirements Requirement for immediate off hire of plant or driver on foot of committing or causing the Purchaser to commit a serious breach of Legal or Statutory requirements concerning the works Contract N/A 1 2 Workmanship during hire Failure of the Contractor to execute the works in a proper and workmanlike manner and using good practice Contract 2 3 5 Defects in competed work requiring re-re- visiting to repair 180 days 1 2 3 3 18.7 The Contractor shall implement such recommendations and comply with any Purchaser’s findings to the extent necessary to ensure that the Services continue to be delivered and the Contractor continues to meet its obligations in accordance with the requirements set out in these terms and conditions. . 18.8 In addition to the performance review as may be conducted by the Purchasers pursuant to Clause 18.1 above, the performance of the Contractor under these terms and conditions shall be subject to review by the Purchaser, when deemed necessary for the purpose of addressing continued non-performance issues. Mutually agreeable dates will be determined for these meetings, the purpose of which will be to provide a forum for the Purchaser and the Contractor to review performance and other key issues in connection with these terms and conditions. The Purchasers and the Contractor shall be committed to continuously improving the Contractor/Purchaser relationship. . 18.9 The Contractor shall implement such recommendations and comply with the Purchaser's findings pursuant to Clause 11 to the extent necessary to ensure that the Services continue to be delivered and the Contractor continues to meet its related obligations in accordance with the requirements set out in these terms and conditions. . 18.10 The Contractor shall keep and maintain until a minimum of six (6) years after the expiry of the TermContract Period, full and proper records and all documents relating to the performance of its obligations under these terms and conditions and shall allow each Purchaser and any auditors of or other advisers to a Purchaser to access at any time and from time to time any of the Contractor’s premises, personnel and such records and documents for the purposes of: : 18.10.1 fulfilling any legally enforceable request by any court, tribunal or regulatory body; or or 18.10.2 undertaking verifications of the accuracy of the Price in accordance with Clause 8 or identify suspected fraud; or or 18.10.3 undertake verification that Services are being (and have been) provided in accordance with these terms and conditions. Conduct of Audits: Subject to Clause 18.11.2 below, any audit shall be carried out with reasonable prior notice and in a reasonable way so as to cause as little disruption as is reasonably possible to the Contractor’s business. Where a Purchaser has reasonable grounds to believe that the Contractor is not complying with its obligations under these terms and conditions, an audit may be carried out without prior notice. Any Purchaser, its agents or designees may exercise a right of audit under this Clause 18.11 and shall comply with the Contractor’s reasonable security and access rules and procedures. Persons that a Purchaser may designate include that Purchaser’s, the LGOPC’s independent auditors, representative of governmental or regulatory authorities having jurisdiction under applicable law for the activities relating to these terms and conditions. During any audit, any Purchaser shall ensure that its agents or designees shall treat as confidential any information, data or documents relating to the Contractor to which they may have access. The Contractor shall provide all assistance reasonably requested by a Purchaser (and its auditors and other advisers) in relation to any audit, including access to the Contractor’s personnel, records and premises. Each Purchaser shall pay its own cost and expenses for any audit undertaken pursuant to this Clause 18 save where such audit identifies that the Contractor has overcharged a Purchaser by 2% or more of the invoice amount for the Services under audit, or overstated the Contractor’s pricing by more than 2%, in which case the Contractor shall reimburse the Purchaser, for its out of pocket expenses in conducting such audit. This Clause 18.11.6 is intended as a fair allocation of audit expenses and not as damages or a penalty.