Common use of CONTINUOUS IMPROVEMENT Clause in Contracts

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices), the costs of Contracting Bodies and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.1, the Supplier shall produce at the start of each Year a plan for improving the provision of Services under all Call-Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Agreement) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the Term; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's ’s costs (including the Framework Prices), the costs of Contracting Bodies Charges) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.1, the Supplier’s obligations under Paragraph 4.1 the Supplier shall produce at within six (6) Months: of the Commencement Date; and the start of the second and each Year following Contract Year, a plan for improving the provision supply of Services under all Call-Off Agreements and reducing the Framework Prices Charges (without adversely affecting the performance of the Framework Agreement or any Call-off AgreementCustomer Contract) during that Year ("Continuous Improvement Plan") for the approval of the AuthorityApproval. The Continuous Improvement Plan Such plan shall include, as a minimum, proposals in respect of the followingproposals: identifying the emergence of new and evolving technologies which could improve the Ancillary Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving to improve the way in which the Ancillary Services are sold via the Framework Agreement framework agreement that may result in reduced Framework PricesCharges; identifying to identify and implementing implement efficiencies in the Supplier's ’s internal processes and administration that may lead to cost savings and reductions in the Framework PricesCharges; identifying to identify and implementing implement efficiencies in the way the Authority and/or Contracting Bodies interact a Customer interacts with the Supplier that may lead to cost savings and reductions in the Framework PricesCharges; identifying to identify and implementing implement efficiencies in the Supplier's ’s supply chain that may lead to cost savings and reductions in the Framework Prices; baselining Charges for the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermAncillary Services; and measuring to measure and reducing manage the sustainability impacts of the Supplier's ’s operations and supply-chains pertaining to the Services, and identifying to identify opportunities to assist Contracting Bodies Customers in meeting their sustainability objectives. The Authority shall notify the Supplier of its approval or rejection of the proposed plan, or any updates to it, within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of any notice of rejection, the Supplier shall submit to the Authority a revised plan reflecting the changes required. Once Approved, the plan shall be by the Authority, the plan shall constitute the ("Continuous Improvement Plan"). The Supplier shall adhere to, implement and perform the Continuous Improvement Plan. Should the Supplier's costs in providing the Services to the Authority be reduced as a result of any changes implemented by the Authority, all of the cost savings shall be passed on to the Authority pursuant to a change under Schedule 14.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices), the costs of Contracting Bodies and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.1, the Supplier shall produce at the start of each Year a plan for improving the provision of Services under all Call-Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Off Agreement) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the Term; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.195.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives.. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 95.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 95.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Goods and/or Services to Contracting Bodies be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to Contracting Bodies by way of a consequential and immediate reduction in the Framework Prices for the Goods and/or Services.   FRAMEWORK SCHEDULE 13: GUARANTEE

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices), the costs of Contracting Bodies and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.13.1 above, the Supplier shall produce at the start of each Year a plan for improving the provision of Services under all Call-Off Agreements Contracts and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off AgreementOff Contract) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining base lining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the Term; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Framework Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 3.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Year (after the first (1) Year) in accordance with the procedure and timescales set out in paragraph 3.4 above. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Services to the Contracting Body be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to the Contracting Body by way of a consequential and immediate reduction in the Framework Prices for the Services.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's ’s costs (including the Framework Prices), the costs of Contracting Bodies ) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.1Paragraph 4.1, the Supplier shall produce at the start of each Year a plan for improving the provision supply of Services under all Call-Off Agreements and reducing the Framework Prices Charges (without adversely affecting the performance of the Framework Agreement or any Call-off AgreementCustomer Contract) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the followingproposals: identifying the emergence of new and evolving technologies which could improve the Additional Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving to improve the way in which the Additional Services are sold via the Framework Agreement framework agreement that may result in reduced Framework PricesCharges; identifying to identify and implementing implement efficiencies in the Supplier's ’s internal processes and administration that may lead to cost savings and reductions in the Framework PricesCharges; identifying to identify and implementing implement efficiencies in the way the Authority and/or Contracting Bodies interact a Customer interacts with the Supplier that may lead to cost savings and reductions in the Framework PricesCharges; identifying to identify and implementing implement efficiencies in the Supplier's ’s supply chain that may lead to cost savings and reductions in the Framework Prices; baselining Charges for the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermAdditional Services; and measuring to measure and reducing manage the sustainability impacts of the Supplier's ’s operations and supply-chains pertaining to the Services, and identifying to identify opportunities to assist Contracting Bodies Customers in meeting their sustainability objectives. The Authority shall notify the Supplier of its approval or rejection of the proposed Continuous Improvement Plan or any updates to it within 20 Working Days of receipt. Within ten (10) Working Days of receipt of any notice of rejection, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Framework Agreement. Once the first Continuous Improvement Plan has been approved in accordance with Paragraph 4.3: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each Quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Charges. Should the Supplier's costs in providing the Services to the Authority be reduced as a result of any changes implemented by the Authority, all of the cost savings shall be passed on to the Authority pursuant to a change under Clause 9 (Change Control).

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Goods and Services with a view to reducing the Authority's ’s costs (including the Framework Prices), the costs of Contracting Bodies and/or improving the quality and efficiency of the Goods and Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph clause 3.1, the Supplier shall produce at the start of each Year a plan for improving the provision of Goods and Services under all Call-Off Agreements and/or Lease Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Agreement/Lease Agreement) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals to facilitate the [ ] and proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and Services are sold via the Framework Agreement framework agreement that may result in reduced Framework Prices; identifying and implementing implement efficiencies in the Supplier's ’s internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing implement efficiencies in the way the Authority and/or a Contracting Bodies interact Body interacts with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing implement efficiencies in the Supplier's ’s supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's ’s Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the Term; and measuring and reducing the sustainability impacts of the Supplier's ’s operations and supply-chains pertaining to the Goods and Services, and identifying to identify opportunities to assist Contracting Bodies in meeting their sustainability objectives.. The initial Continuous Improvement Plan for the first Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the Commencement Date. The Authority shall notify the Supplier of its approval or rejection of the proposed Continuous Improvement Plan or any updates to it within ten (10) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority’s notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 3.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each Quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Year (after the First Year) in accordance with the procedure and timescales set out in clause 3.4. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Goods and Services to the Authority be reduced as a result of any changes implemented by the Authority or Contracting Bodies, all of the cost savings shall be passed on to the Customer by way of a consequential and immediate reduction in the Framework Prices for the Services. GAIN SHARE At any time during the Term, the Supplier may make a proposal to a Contracting Body and the Authority for a new or different way of providing the Services (“Proposal”). Any Proposal must clearly state that it is submitted for consideration under this gains share provision and shall include: a business case for the new or different way the Supplier intends to provide the Services; the potential direct and indirect cost savings for the Supplier and the Contracting Body; the potential direct and indirect costs which might be incurred by the Supplier and the Contracting Body; the potential benefit(s) (financial or otherwise) to the Supplier and the Contracting Body; the gains share ratio. The Supplier, the Contracting Body and the Authority shall meet to discuss the Proposal and shall attempt to agree the investment (financial or otherwise) to be contributed by the Supplier and the Contracting Body, the estimated amount of savings, the gains share ratio, the timing of any payments or adjustments and the proportion of the costs and losses to be borne by the Supplier and the Contracting Body should the Proposal be aborted or not meet its financial objectives. The Supplier shall then submit a revised Proposal to the Contracting Body and the Authority. The Contracting Body shall assess the Proposal in conjunction with the Authority and shall, in writing within one (1) Month (or such other time as agreed between the parties), either accept it in principle, reject it or offer recommendations or refinements in order for the Supplier to submit a revised Proposal. If and when the Proposal is accepted in principle by the Contracting Body and the Authority and such agreement is put in writing, the Supplier shall formulate an implementation plan which shall set out in more detail the way in which the Supplier intends that the Proposal shall be implemented and the timetable for payments or adjustments to any element of the prices paid in accordance with the agreed gains share ratio (“Gains Share Implementation Plan”). Once the Gains Share Implementation Plan has been agreed between the parties, the Supplier shall implement the Proposal in accordance with the plan and the Supplier and the Contracting Body shall comply with any obligations they have assumed, including adjustments to the prices paid and obligations to make payments. In each case these will be in accordance with the timetable outlined in the Gains Share Implementation Plan. Following implementation, the parties shall meet to discuss the implementation as a whole, including a cost and benefit review. The Supplier shall provide regular updates to the Authority on: Gains share Proposals that have been submitted to Contracting Bodies for consideration, and the resultant benefits that have been derived from Proposals which have been implemented. Such information may be collated by the Authority as part of the Management Information process. Framework Schedule 8 - management information requirements

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs, the costs of Contracting Authorities (including the Framework Prices), the costs of Contracting Bodies ) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.1217.4.6, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements Contracts and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off AgreementCall Off Contract) during that Contract Year ("Continuous Improvement Plan") for the approval Approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies Authorities that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies Authorities interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing mitigating the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies Authorities in meeting their sustainability objectives; Identifying and implementing processes that may lead to quantifiable Social Value benefits to Contracting Authorities; and undertaking lessons learned exercises and communicating the outputs to improve the quality of the Goods and/or Services provided to Contracting Authorities. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for Approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 217.4.19: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs, the costs of Contracting Authorities (including the Framework Prices), the costs of Contracting Bodies ) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.14.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements Contracts and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off AgreementCall Off Contract) during that Contract Year ("Continuous Improvement Plan") for the approval Approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies Authorities that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's Suppliers internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies Authorities interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's Suppliers supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Suppliers Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's Suppliers operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies Authorities in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for Approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 4.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Suppliers progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 4.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Suppliers costs in providing the Services to Contracting Authorities be reduced as a result of any changes implemented by the Authority and/or Contracting Authorities, all of the cost savings shall be passed on to Contracting Authorities by way of a consequential and immediate reduction in the Framework Prices for the Services. [FRAMEWORK SCHEDULE 13: GUARANTEE [Guidance Note: this is a draft form of guarantee which can be used to procure either a Framework Guarantee or a Call Off Guarantee, and so it will need to be amended to reflect the Beneficiary’s requirements. See Clause 8 of the Framework Agreement and Clause 4 of the Template Call Off Terms.] [INSERT THE NAME OF THE GUARANTOR] [INSERT THE NAME OF THE BENEFICIARY] DEED OF GUARANTEE DEED OF GUARANTEE THIS DEED OF GUARANTEE is made the day of 20[ ] BETWEEN:

CONTINUOUS IMPROVEMENT. The Supplier Service Provider shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including costs, the Framework Prices), the costs of Contracting Bodies and/or improving the quality and efficiency of the Services. The Supplier Service Provider and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.1, the Supplier Service Provider shall produce at the start of each Contract Year a plan for improving the provision of Services under all Call-Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the SupplierService Provider's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier Service Provider that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the SupplierService Provider's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the SupplierService Provider's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the Term; and measuring and reducing the sustainability impacts of the SupplierService Provider's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1) Contract Year shall be submitted by the Service Provider to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Commencement Date, whichever is earlier. The Authority shall notify the Service Provider of its approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Service Provider shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Framework Agreement. Once the first Continuous Improvement Plan has been approved in accordance with paragraph 3.4: the Service Provider shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter following the date upon which the Authority approves the Continuous Improvement Plan in accordance with paragraph 3.4 (or as otherwise agreed between the Authority and the Service Provider) to review the Service Provider's progress against the Continuous Improvement Plan. The Service Provider shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 3.4. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Service Provider's costs in providing the Services to the Contracting Body be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to the Contracting Body by way of a consequential and immediate reduction in the Framework Prices for the Services.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs, the costs of Contracting Authorities (including the Framework Prices), the costs of Contracting Bodies ) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.186.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements Contracts and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off AgreementCall Off Contract) during that Contract Year ("Continuous Improvement Plan") for the approval Approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies Authorities that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies Authorities interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing mitigating the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies Authorities in meeting their sustainability objectives; Identifying and implementing processes that may lead to quantifiable Social Value benefits to Contracting Authorities; and undertaking lessons learned exercises and communicating the outputs to improve the quality of the Goods and/or Services provided to Contracting Authorities. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for Approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 86.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs, the costs of Contracting Authorities (including the Framework Prices), the costs of Contracting Bodies ) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.190.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies Authorities that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies Authorities interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies Authorities in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 90.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's ’s costs (including the Framework Prices), the costs of Contracting Bodies ) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.1clause 8.1, the Supplier shall produce at the start of each Year a plan for improving the provision of Services under all any Call-Off Agreements Agreement and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Agreement) Agreement during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the followingproposals: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving to improve the way in which the Services are sold via the Framework Agreement framework agreement that may result in reduced Framework Prices; identifying to identify and implementing implement efficiencies in the Supplier's ’s internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying to identify and implementing implement efficiencies in the way the Authority and/or Contracting Bodies interact a Customer interacts with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying to identify and implementing implement efficiencies in the Supplier's ’s supply chain that may lead to cost savings and reductions in the Framework Prices; baselining to baseline the quality of the Supplier's ’s Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the Term; and measuring to measure and reducing manage the sustainability impacts of the Supplier's ’s operations and supply-chains pertaining to the Services, and identifying to identify opportunities to assist Contracting Bodies customers in meeting their sustainability objectives.. The initial Continuous Improvement Plan for the first Year shall be submitted by the Supplier to the Authority for approval within 90 days of the Commencement Date. The Authority shall notify the Supplier of its approval or rejection of the proposed Continuous Improvement Plan or any updates to it within 20 days of receipt. Within 10 days of receipt of the Authority’s notice of rejection, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been approved in accordance with paragraph 8.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each Quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Year (after the First Year) in accordance with the procedure and timescales set out in clause 8.4. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Available Services to the Authority be reduced as a result of any changes implemented by the Authority, all of the cost savings shall be passed on to the Authority by way of a consequential and immediate reduction in the Framework Prices for the Services. SCHEDULE 11 INVITATION TO TENDER (ITT) TABLE OF CONTENTS INVITATION TO TENDER LETTER 3 DOCUMENT 1 – INSTRUCTIONS AND INFORMATION ON TENDERING PROCEDURES 4-9 DOCUMENT 2 – THE SPECIFICATION 10-21 DOCUMENT 3 – EVALUATION CRITERIA AND SCORING METHODOLOGY 23 DOCUMENT 4 –COMMERCIAL MODEL AND PRICING STRUCTURE 24-27 DOCUMENT 5 – DECLARATIONS: 28-29 - STATEMENT OF NON COLLUSION - FORM OF TENDER DOCUMENT 6 - CONDITIONS OF TENDER 30 Department of Energy and Climate Change Date: 9 July 2014 Dear Sirs INVITATION TO TENDER (ITT) FOR THE PROVISION OF TECHNICAL EXPERTISE IN ELECTRICAL ENERGY EFFICIENCY AND MONITORING AND VERIFICATION OF ELECTRICITY DEMAND REDUCTION CONTRACT REFERENCE NUMBER (805/04/2014) Your organisation is invited to tender for the provision of technical expertise in electrical energy efficiency and monitoring and verification of electricity demand reduction, to the Department of Energy and Climate Change (“the Department”). Enclosed are the following documents: This Invitation to Tender Letter Document 1 – Instructions and information on tendering procedures Document 2 – The Specification Document 3 – Evaluation criteria and scoring methodology Document 4 - Commercial model and pricing structure Document 5 - Declarations: Statement of Non Collusion and Form of Tender Document 6 – Conditions of Tender If your organisation does not wish to submit a tender please send your reasons (although you are under no obligation to do so) through the CCS portal. The enclosed Document 1 contains instructions for providing you with further information or clarification of the service requirement. I look forward to receiving your response. Yours sincerely, Xxxxxx Xxxxx Electricity Demand Reduction, Options Design team

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs, the costs of Contracting Authorities (including the Framework Prices), the costs of Contracting Bodies ) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.191.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies Authorities that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies Authorities interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies Authorities in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 91.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 91.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Goods and/or Services to Contracting Authorities be reduced as a result of any changes implemented by the Authority and/or Contracting Authorities, all of the cost savings shall be passed on to Contracting Authorities by way of a consequential and immediate reduction in the Framework Prices for the Goods and/or Services.  FRAMEWORK SCHEDULE 13: NOT USED FRAMEWORK SCHEDULE 14: INSURANCE REQUIREMENTS OBLIGATION TO MAINTAIN INSURANCES Without prejudice to its obligations to the Authority under this Framework Agreement, including its indemnity obligations, the Supplier shall for the periods specified in this Schedule 14 take out and maintain, or procure the taking out and maintenance of the insurances as set out in Annex 1 (Required Insurances) and any other insurances as may be required by applicable Law (together the “Insurances”). The Supplier shall ensure that each of the Insurances is effective no later than the Framework Commencement Date. The Insurances shall be maintained in accordance with Good Industry Practice and (so far as is reasonably practicable) on terms no less favourable than those generally available to a prudent contractor in respect of risks insured in the international insurance market from time to time. The Insurances shall be taken out and maintained with insurers who are of good financial standing and of good repute in the international insurance market. The Supplier shall ensure that the public and products liability policy shall contain an indemnity to principals clause under which the Authority shall be indemnified in respect of claims made against the Authority in respect of death or bodily injury or third party property damage arising out of or in connection with the Goods and/or Services and for which the Supplier is legally liable.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.125.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 7 of the Framework Agreement under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 25.2: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1) Contract Year) in accordance with the procedure and timescales set out in paragraph 25.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Services to Contracting Bodies be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to Contracting Bodies by way of a consequential and immediate reduction in the Framework Prices for the Services.   FRAMEWORK SCHEDULE 8: MANAGEMENT INFORMATION GENERAL REQUIREMENTS The Supplier shall operate and maintain appropriate systems, processes and records to ensure that it can, at all times, deliver timely and accurate Management Information to the Authority in accordance with the provisions of this Framework Schedule 8. The Supplier shall also supply such Management Information as may be required by a Contracting Body in accordance with the terms of a Call Off Agreement.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies the Customers (including the Service Fees) and/or improving the quality and efficiency of the ServicesServices including the Social Value it delivers associated with the Service provision. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.14(a) above, the Supplier shall produce at the start of each Commercial Agreement Year a plan for improving the provision of Services and/or reducing the Service Fees produced by the Supplier pursuant to this Schedule 10 under all Call-Off Enabling Agreements and reducing the Framework Prices Service Fees (without adversely affecting the performance of the Framework Commercial Agreement or any Call-off Enabling Agreement) during that Commercial Agreement Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies Customers that result in a cost saving and a reduction in the Framework PricesService Fees; improving the way in which the Services are sold via the Framework Agreement Enabling Agreements that may result in reduced Framework PricesService Fees; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework PricesService Fees; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies Customers interact with the Supplier that may lead to cost savings and reductions in the Framework PricesService Fees; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework PricesService Fees; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermCommercial Agreement Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies Customers in meeting their sustainability objectives.; and identifying and implementing processes that may lead to quantifiable Social Value benefits to the Customers. The initial Continuous Improvement Plan for the first (1st) Commercial Agreement Year shall be submitted by the Supplier to the Authority for approval within six (6) Months following the Commencement Date of the Commercial Agreement. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of the Commercial Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 4(d) above: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Commercial Agreement Year (after the first (1st) Commercial Agreement Year) in accordance with the procedure and timescales set out in paragraph 4(b) above. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Service Fees. Should the Supplier's costs in providing the Services to Customers be reduced as a result of any changes implemented by the Authority and/or Customers, all of the cost savings shall be passed on to Customers by way of a consequential and immediate reduction in the Service Fees for the Services. SCHEDULE 11- ANNUAL SELF-AUDIT CERTIFICATE [Drafting Note: To be signed by Head of Internal Audit, Finance Director or company’s external auditor] Dear Sirs In accordance with the Commercial Agreement entered into on [insert Commercial Agreement Commencement Date dd/mm/yyyy] between [insert name of Supplier] and the Customer, we confirm the following: In our opinion based on the testing undertaken [name of Supplier] has in place suitable systems for identifying and recording the transactions taking place under the provisions of the above Commercial Agreement. We have tested the systems for identifying and reporting on contract activity and found them to be operating satisfactorily. We have tested a sample of [ ] [insert number of sample transactions tested] [orders] and related invoices during our audit for the financial year ended [insert financial year] and confirm that they are correct and in accordance with the terms and conditions of the Commercial Agreement. We have tested from the order processing and invoicing systems a sample of [ ] [Insert number of sample transactions tested] public sector orders placed outside the Commercial Agreement during our audit for the financial year ended [insert financial year] and confirm they have been identified correctly as orders placed outside the Commercial Agreement, an appropriate and legitimately tendered procurement route has been used to place those orders, and those orders should not otherwise have been routed via centralised and mandated procurement processes executed by the Customer. We have also attached an Audit Report which provides details of the methodology applied to complete the review, the sampling techniques applied, details of any issues identified and remedial action taken. Name:……………………………………………………… Signed:……………………………………………………. Head of Internal Audit/ Finance Director/ External Audit firm (delete as applicable) Date:………………………………………………………. Professional Qualification held by Signatory:............................................................

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.191.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives.. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 91.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 91.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Services to Contracting Bodies be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to Contracting Bodies by way of a consequential and immediate reduction in the Framework Prices for the Services. FRAMEWORK SCHEDULE 13: GUARANTEE

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.191.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 91.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 91.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Services to Contracting Bodies be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to Contracting Bodies by way of a consequential and immediate reduction in the Framework Prices for the Services. FRAMEWORK SCHEDULE 13: TEMPLATE GUARANTEE [Guidance Note: this is a draft form of guarantee which can be used by the Authority to procure a Framework Guarantee or by a Customer to procure a Call Off Guarantee should one be required. Therefore this template will need to be amended to reflect the Beneficiary’s requirements. See Clause 7 of the Framework Agreement and Clause 4 of the Template Call Off Terms.] [INSERT THE NAME OF THE GUARANTOR] [INSERT THE NAME OF THE BENEFICIARY] DEED OF GUARANTEE DEED OF GUARANTEE THIS DEED OF GUARANTEE is made the day of 20[ ] BETWEEN:

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.196.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; setting out a support plan detailing the training and support that will be offered to Contracting Bodies to achieve the improvements and efficiencies detailed; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 96.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework PricesCharges), the costs of Contracting Bodies and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.1, the Supplier shall produce at the start of each Year a plan for improving the provision of Services under all Call-Off Agreements and reducing the Framework Prices Charges (without adversely affecting the performance of the Framework Agreement or any Call-off Agreement) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework PricesCharges; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework PricesCharges; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework PricesCharges; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework PricesCharges; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework PricesCharges; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the Term; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs, the costs of Contracting Authorities (including the Framework Prices), the costs of Contracting Bodies ) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.188.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements Contracts and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off AgreementCall Off Contract) during that Contract Year ("Continuous Improvement Plan") for the approval Approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies Authorities that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies Authorities interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies Authorities in meeting their sustainability objectives.. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for Approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 88.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 88.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Goods and/or Services to Contracting Authorities be reduced as a result of any changes implemented by the Authority and/or Contracting Authorities, all of the cost savings shall be passed on to Contracting Authorities by way of a consequential and immediate reduction in the Framework Prices for the Goods and/or Services.  FRAMEWORK SCHEDULE 13: GUARANTEE

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority Fund the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the AuthorityFund's costs costs, (including the Framework Prices), the costs of Contracting Bodies ) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority Fund will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.178.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the AuthorityFund. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies the Fund that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact Fund interacts with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies the Fund in meeting their sustainability objectives.. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Fund for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Fund shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Fund's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Fund a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Fund, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 78.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Fund and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 78.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Goods and/or Services to the Fund be reduced as a result of any changes implemented by the Fund, all of the cost savings shall be passed on to the Fund by way of a consequential and immediate reduction in the Framework Prices for the Goods and/or Services.   FRAMEWORK SCHEDULE 14: INSURANCE REQUIREMENTS

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.192.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives.. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 92.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 92.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Services to Contracting Bodies be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to Contracting Bodies by way of a consequential and immediate reduction in the Framework Prices for the Services.   FRAMEWORK SCHEDULE 13: GUARANTEE-NOT USED [INSERT THE NAME OF THE GUARANTOR] [INSERT THE NAME OF THE BENEFICIARY] DEED OF GUARANTEE DEED OF GUARANTEE THIS DEED OF GUARANTEE is made the day of 20[ ] BETWEEN:

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.111.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 7 of the Framework Agreement under all Call-Call Off Agreements Contracts and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off AgreementCall Off Contract) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 11.2: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and Services pursuant to which it will regularly review with the Authority the Goods and Services and the manner in which it is providing the Goods and Services with a view to reducing the Authority's costs, the costs of Contracting Authorities (including the Framework Prices), the costs of Contracting Bodies ) and/or improving the quality and efficiency of the Goods and Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.191.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval Approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and Services; identifying changes in behaviour at Contracting Bodies Authorities that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies Authorities interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and Services, and identifying opportunities to assist Contracting Bodies Authorities in meeting their sustainability objectives.. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for Approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 91.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 91.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Goods and Services to Contracting Authorities be reduced as a result of any changes implemented by the Authority and/or Contracting Authorities, all of the cost savings shall be passed on to Contracting Authorities by way of a consequential and immediate reduction in the Framework Prices for the Goods and Services.  FRAMEWORK SCHEDULE 13: GUARANTEE [INSERT THE NAME OF THE GUARANTOR] - AND - [INSERT THE NAME OF THE BENEFICIARY] DEED OF GUARANTEE DEED OF GUARANTEE THIS DEED OF GUARANTEE is made the day of 20[ ] BETWEEN:

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.186.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements Contracts and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off AgreementCall Off Contract) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 86.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.1106.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 106.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 106.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Goods and/or Services to Contracting Bodies be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to Contracting Bodies by way of a consequential and immediate reduction in the Framework Prices for the Goods and/or Services.   FRAMEWORK SCHEDULE 13: GUARANTEE – NOT FRAMEWORK SCHEDULE 14: INSURANCE REQUIREMENTS OBLIGATION TO MAINTAIN INSURANCES Without prejudice to its obligations to the Authority under this Framework Agreement, including its indemnity obligations, the Supplier shall for the periods specified in this Schedule 14 take out and maintain, or procure the taking out and maintenance of the insurances as set out in Annex 1 (Required Insurances) and any other insurances as may be required by applicable Law (together the “Insurances”). The Supplier shall ensure that each of the Insurances is effective no later than the Framework Commencement Date. The Insurances shall be maintained in accordance with Good Industry Practice and (so far as is reasonably practicable) on terms no less favourable than those generally available to a prudent contractor in respect of risks insured in the international insurance market from time to time. The Insurances shall be taken out and maintained with insurers who are of good financial standing and of good repute in the international insurance market. The Supplier shall ensure that the public and products liability policy shall contain an indemnity to principals clause under which the Authority shall be indemnified in respect of claims made against the Authority in respect of death or bodily injury or third party property damage arising out of or in connection with the Goods and/or Services and for which the Supplier is legally liable.

CONTINUOUS IMPROVEMENT. The Supplier shall may be required by the Authority to adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.130.1, the Supplier shall may be required by the Authority to produce at the start of each Framework Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 7 of the Framework Agreement under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan Plan, if required by the Authority, shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the Framework Term; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan, if required by the Authority, for the first (1) Framework Year, shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Call Off Agreement or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan, if required by the Authority, or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan, if required by the Authority, has been Approved in accordance with paragraph 30.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Support Rates and the Other Charges) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.192.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing increasing the Framework Prices Support Rates and/or decreasing Other Charges (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving saving, an increase in the Support Rates and a reduction in the Framework PricesOther Charges; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in increased Support Rates and/or reduced Framework PricesOther Charges; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions savings, increases in the Framework PricesSupport Rates and reduced Other Charges; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions savings, increases in the Framework PricesSupport Rates and reduced Other Charges; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions savings, increases in the Framework PricesSupport Rates and reduced Other Charges; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 92.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 92.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Support Rates and Other Charges. Should the Supplier's costs in providing the Goods and/or Services to Contracting Bodies be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to Contracting Bodies by way of a consequential and immediate increase in the Support Rates and reduction in the Other Charges.  FRAMEWORK SCHEDULE 13: GUARANTEE [Guidance Note: this is a draft form of guarantee which can be used to procure either a Framework Guarantee or a Call Off Guarantee, and so it will need to be amended to reflect the Beneficiary’s requirements. See Clause 8 of the Framework Agreement and Clause 4 of the Template Call Off Terms.] [INSERT THE NAME OF THE GUARANTOR] [INSERT THE NAME OF THE BENEFICIARY] DEED OF GUARANTEE DEED OF GUARANTEE THIS DEED OF GUARANTEE is made the day of 20[ ] BETWEEN:

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority Fund the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the AuthorityFund's costs costs, (including the Framework Prices), the costs of Contracting Bodies ) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority Fund will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.176.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the AuthorityFund. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies the Fund that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact Fund interacts with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies the Fund in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Fund for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Fund shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Fund's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Fund a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Fund, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 76.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Fund and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.186.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 86.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices), the costs of Contracting Bodies and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.15.1, the Supplier shall produce at the start of each Year a plan for improving the provision of Services under all Call-Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Agreement) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the Term; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Goods and Services with a view to reducing the Authority's ’s costs (including the Framework Prices), the costs of Contracting Bodies and/or improving the quality and efficiency of the Goods and Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph clause 3.1, the Supplier shall produce at the start of each Year a plan for improving the provision of Goods and Services under all Call-Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Agreement) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals to facilitate the delivery of year on year efficiencies and proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Servicesway in which storage solutions via Goods and Services are provided that may result in reduced Framework Prices; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices, this shall include but not be limited to space optimisation, standardisation/rationalisation of the service offering and the overall reduction in the amount of space utilised in the provision of the Services, that may result in reduced Framework Prices; improving the way in which the Goods and Services are sold accessed via the Framework Agreement framework agreement that may result in reduced Framework Prices; identifying and implementing implement efficiencies in the Supplier's ’s internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing implement efficiencies in the way the Authority and/or a Contracting Bodies interact Body interacts with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing implement efficiencies in the Supplier's ’s supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's ’s Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the Term; and measuring and reducing the sustainability impacts of the Supplier's ’s operations and supply-chains pertaining to the Goods and Services, and identifying to identify opportunities to assist Contracting Bodies in meeting their sustainability objectives.. The initial Continuous Improvement Plan for the first Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the Commencement Date. The Authority shall notify the Supplier of its approval or rejection of the proposed Continuous Improvement Plan or any updates to it within ten (10) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority’s notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 3.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each Quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Year (after the First Year) in accordance with the procedure and timescales set out in clause 3.4. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Goods and Services to the Authority be reduced as a result of any changes implemented by the Authority or Contracting Bodies, all of the cost savings shall be passed on to the Customer by way of a consequential and immediate reduction in the Framework Prices for the Services. GAIN SHARE At any time during the Term, the Supplier may make a proposal to a Contracting Body and the Authority for a new or different way of providing the Services (“Proposal”). Any Proposal must clearly state that it is submitted for consideration under this gains share provision and shall include: a business case for the new or different way the Supplier intends to provide the Services; the potential direct and indirect cost savings for the Supplier and the Contracting Body; the potential direct and indirect costs which might be incurred by the Supplier and the Contracting Body; the potential benefit(s) (financial or otherwise) to the Supplier and the Contracting Body; the proposed gain share ratio that shall not exceed the bandings set out in Framework Schedule 3 Charging Structure. The Supplier, the Contracting Body and the Authority shall meet to discuss the Proposal and shall attempt to agree the investment (financial or otherwise) to be contributed by the Supplier and the Contracting Body, the estimated amount of savings, the gain share ratio, the timing of any payments or adjustments and the proportion of the costs and losses to be borne by the Supplier and the Contracting Body should the Proposal be aborted or not meet its financial objectives. The Supplier shall then submit a revised Proposal to the Contracting Body and the Authority. The Contracting Body shall assess the Proposal in conjunction with the Authority and shall, in writing within one (1) Month (or such other time as agreed between the parties), either accept it in principle, reject it or offer recommendations or refinements in order for the Supplier to submit a revised Proposal. If and when the Proposal is accepted in principle by the Contracting Body and the Authority and such agreement is put in writing, the Supplier shall formulate an implementation plan which shall set out in more detail the way in which the Supplier intends that the Proposal shall be implemented and the timetable for payments or adjustments to any element of the prices paid in accordance with the agreed gains share ratio (“Gain Share Implementation Plan”). Once the Gain Share Implementation Plan has been agreed between the parties, the Supplier shall implement the Proposal in accordance with the plan and the Supplier and the Contracting Body shall comply with any obligations they have assumed, including adjustments to the prices paid and obligations to make payments. In each case these will be in accordance with the timetable outlined in the Gain Share Implementation Plan. Following implementation, the parties shall meet to discuss the implementation as a whole, including a cost and benefit review. The Supplier shall provide regular updates to the Authority on: Gain share Proposals that have been submitted to Contracting Bodies for consideration, and the resultant benefits that have been derived from Proposals which have been implemented. Such information may be collated by the Authority as part of the Management Information process. Framework Schedule 8 - management information requirements

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.1106.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 106.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 106.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Goods and/or Services to Contracting Bodies be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to Contracting Bodies by way of a consequential and immediate reduction in the Framework Prices for the Goods and/or Services.   FRAMEWORK SCHEDULE 13: GUARANTEE [Guidance Note: this is a draft form of guarantee which can be used to procure either a Framework Guarantee or a Call Off Guarantee, and so it will need to be amended to reflect the Beneficiary’s requirements. See Clause 8 of the Framework Agreement and Clause 4 of the Template Call Off Terms.] [INSERT THE NAME OF THE GUARANTOR] [INSERT THE NAME OF THE BENEFICIARY] DEED OF GUARANTEE DEED OF GUARANTEE THIS DEED OF GUARANTEE is made the day of 20[ ] BETWEEN:

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.192.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives.. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 92.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 92.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Services to Contracting Bodies be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to Contracting Bodies by way of a consequential and immediate reduction in the Framework Prices for the Services.   FRAMEWORK SCHEDULE 13: GUARANTEE [Guidance Note: this is a template form of guarantee which may be used to procure either a Framework Guarantee or a Call Off Guarantee, and so it will need to be amended to reflect the Beneficiary’s requirements. See Clause 8 of the Framework Agreement and Clause 4 of the Template Call Off Terms. Suppliers may not amend the terms of this form of guarantee] [INSERT THE NAME OF THE GUARANTOR] [INSERT THE NAME OF THE BENEFICIARY] DEED OF GUARANTEE DEED OF GUARANTEE THIS DEED OF GUARANTEE is made the day of 20[ ] BETWEEN:

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.185.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 85.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Services and/or reducing the Charges produced by the Supplier pursuant to this Framework Schedule 8 under all Call-Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Agreement) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the Term; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives.. The initial Continuous Improvement Plan for the first (1) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 3.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1) Contract Year) in accordance with the procedure and timescales set out in paragraph 3.4. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Services to Contracting Bodies be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to Contracting Bodies by way of a consequential and immediate reduction in the Framework Prices for the Services. FRAMEWORK SCHEDULE 9: MANAGEMENT INFORMATION

CONTINUOUS IMPROVEMENT. The Supplier Service Provider shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including costs, the Framework Prices), the costs of Contracting Bodies and/or improving the quality and efficiency of the Services. The Supplier Service Provider and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.119.1, the Supplier Service Provider shall produce at the start of each Contract Year a plan for improving the provision of Services under all Call-Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the SupplierService Provider's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier Service Provider that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the SupplierService Provider's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the SupplierService Provider's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the Term; and measuring and reducing the sustainability impacts of the SupplierService Provider's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1) Contract Year shall be submitted by the Service Provider to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Commencement Date, whichever is earlier. The Authority shall notify the Service Provider of its approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Service Provider shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Framework Agreement. Once the first Continuous Improvement Plan has been approved in accordance with paragraph 19.4: the Service Provider shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter following the date upon which the Authority approves the Continuous Improvement Plan in accordance with paragraph 19.4 (or as otherwise agreed between the Authority and the Service Provider) to review the Service Provider's progress against the Continuous Improvement Plan.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.188.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 88.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 88.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Services to Contracting Bodies be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to Contracting Bodies by way of a consequential and immediate reduction in the Framework Prices for the Services.   FRAMEWORK SCHEDULE 13: GUARANTEE [Guidance Note: this is a draft form of guarantee which can be used to procure either a Framework Guarantee or a Call Off Guarantee, and so it will need to be amended to reflect the Beneficiary’s requirements. See Clause 8 of the Framework Agreement and Clause 4 of the Template Call Off Terms.] [INSERT THE NAME OF THE GUARANTOR] [INSERT THE NAME OF THE BENEFICIARY] DEED OF GUARANTEE DEED OF GUARANTEE THIS DEED OF GUARANTEE is made the day of 20[ ] BETWEEN:

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's ’s costs (including the Framework Prices), the costs of Contracting Bodies and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.1clause 4.1, the Supplier shall produce at the start of each Year a plan for improving the provision of Services under all Call-Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Agreement) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals to facilitate the transition from off-line to on-line booking and proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement framework agreement that may result in reduced Framework Prices; identifying and implementing implement efficiencies in the Supplier's ’s internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing implement efficiencies in the way the Authority and/or a Contracting Bodies interact Body interacts with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing implement efficiencies in the Supplier's ’s supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's ’s Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the Term; and measuring and reducing the sustainability impacts of the Supplier's ’s operations and supply-chains pertaining to the Services, and identifying to identify opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first Year shall be submitted by the Supplier to the Authority for approval within 90 days of the Commencement Date. The Authority shall notify the Supplier of its approval or rejection of the proposed Continuous Improvement Plan or any updates to it within 10 days of receipt. Within 10 days of receipt of the Authority’s notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been approved in accordance with paragraph 4.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each Quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Year (after the First Year) in accordance with the procedure and timescales set out in clause 4.4. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Available Services to the Authority be reduced as a result of any changes implemented by the Authority or Contracting Bodies, all of the cost savings shall be passed on to the Authority by way of a consequential and immediate reduction in the Framework Prices for the Services. The Authority will consider sharing a saving with the Supplier where the implementation of the improvement requires the Supplier to incur costs. The Authority will not share a saving where the saving results from an improvement made to realign the Supplier's performance to the desired contractual curve.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.118.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Services and/or reducing the Charges produced by the Supplier pursuant to this Framework Schedule 8 under all Call-Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Agreement) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the Term; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives.. The initial Continuous Improvement Plan for the first (1) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 18.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1) Contract Year) in accordance with the procedure and timescales set out in paragraph 18.4. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Services to Contracting Bodies be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to Contracting Bodies by way of a consequential and immediate reduction in the Framework Prices for the Services. FRAMEWORK SCHEDULE 9: MANAGEMENT INFORMATION

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs, the costs of Contracting Authorities (including the Framework Prices), the costs of Contracting Bodies ) and/or improving the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.19.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements Contracts and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off AgreementCall Off Contract) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Services; identifying changes in behaviour at Contracting Bodies Authorities that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies Authorities interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies Authorities in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 9.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Services pursuant to which it will regularly review with the Authority the Services and the manner in which it is providing the Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Prices) and/or improving formats or buy types as well as the quality and efficiency of the Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs; this may include information resulting from an external Media Audit. Without limiting paragraph 3.123.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 7 of the Framework Agreement under all Call-Call Off Agreements and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies technologies, new media suppliers, formats and buy types which could improve the Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives.. The initial Continuous Improvement Plan for the first (1) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 23.2: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1) Contract Year) in accordance with the procedure and timescales set out in paragraph 23.2. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Services to Contracting Bodies be reduced as a result of any changes implemented by the Authority and/or Contracting Bodies, all of the cost savings shall be passed on to Contracting Bodies by way of a consequential and immediate reduction in the Framework Prices for the Services. Schedule 3 (Charging Structure) will cover the majority of channel requirements. However, over time the Authority expects that new suppliers, formats or buy types of media will appear. The Supplier is expected to deliver 'market leading' rates in respect of such new media types and new Pricing Guarantees will be agreed through the Variation Procedure with the assistance of a Media Auditor or other independent third party. The Authority shall review the process for acquiring biddable media on or around the anniversary of the Framework Commencement Date and the Parties shall agree any change which the Authority deems necessary to reflect market changes through the Variation Procedure.  

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs (including the Framework Prices)costs, the costs of Contracting Bodies (including the Framework Support Rates and the Other Charges) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.1229.4.9, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements and reducing increasing the Framework Prices Support Rates and/or decreasing Other Charges (without adversely affecting the performance of the Framework Agreement or any Call-off Call Off Agreement) during that Contract Year ("Continuous Improvement Plan") for the approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies that result in a cost saving saving, an increase in the Framework Support Rates and a reduction in the Framework PricesOther Charges; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in increased Framework Support Rates and/or reduced Framework PricesOther Charges; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions savings, increases in the Framework PricesSupport Rates and reduced Other Charges; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies interact with the Supplier that may lead to cost savings and reductions savings, increases in the Framework PricesSupport Rates and reduced Other Charges; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions savings, increases in the Framework PricesSupport Rates and reduced Other Charges; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 229.4.20: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan.

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and Services pursuant to which it will regularly review with the Authority the Goods and Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs, the costs of Contracting Authorities (including the Framework Prices), the costs of Contracting Bodies ) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Following the award of each Call Off Contract, the Supplier shall work with the Authority to propose Optimisation and Blending opportunities across all of their existing Call Off Contracts. The Authority will also work with Contracting Authorities to review and approve Optimisation and Blending opportunities. Following this, the Authority or the Contracting Authority will advise the Supplier on the implementation of nominated opportunities. Without limiting paragraph 3.189.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements Contracts and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off AgreementCall Off Contract) during that Contract Year ("Continuous Improvement Plan") for the approval Approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies Authorities that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies Authorities interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies Authorities in meeting their sustainability objectives.. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for Approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 4.5 the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan. The Supplier shall update the Continuous Improvement Plan as and when required but at least once every Contract Year (after the first (1st) Contract Year) in accordance with the procedure and timescales set out in paragraph 4.3. All costs relating to the compilation or updating of the Continuous Improvement Plan and the costs arising from any improvement made pursuant to it and the costs of implementing any improvement, shall have no effect on and are included in the Framework Prices. Should the Supplier's costs in providing the Goods and/or Services to Contracting Authorities be reduced as a result of any changes implemented by the Authority and/or Contracting Authorities, all of the cost savings shall be passed on to Contracting Authorities by way of a consequential and immediate reduction in the Framework Prices for the Goods and/or Services.  FRAMEWORK SCHEDULE 13: GUARANTEE

CONTINUOUS IMPROVEMENT. The Supplier shall adopt a policy of continuous improvement in relation to the Goods and/or Services pursuant to which it will regularly review with the Authority the Goods and/or Services and the manner in which it is providing the Goods and/or Services with a view to reducing the Authority's costs, the costs of Contracting Authorities (including the Framework Prices), the costs of Contracting Bodies ) and/or improving the quality and efficiency of the Goods and/or Services. The Supplier and the Authority will provide to each other any information which may be relevant to assisting the objectives of continuous improvement and in particular reducing costs. Without limiting paragraph 3.196.1, the Supplier shall produce at the start of each Contract Year a plan for improving the provision of Goods and/or Services and/or reducing the Charges produced by the Supplier pursuant to this Schedule 12 under all Call-Call Off Agreements Contracts and reducing the Framework Prices (without adversely affecting the performance of the Framework Agreement or any Call-off AgreementCall Off Contract) during that Contract Year ("Continuous Improvement Plan") for the approval Approval of the Authority. The Continuous Improvement Plan shall include, as a minimum, proposals in respect of the following: identifying the emergence of new and evolving technologies which could improve the Goods and/or Services; identifying changes in behaviour at Contracting Bodies Authorities that result in a cost saving and a reduction in the Framework Prices; improving the way in which the Goods and/or Services are sold via the Framework Agreement that may result in reduced Framework Prices; identifying and implementing efficiencies in the Supplier's internal processes and administration that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the way the Authority and/or Contracting Bodies Authorities interact with the Supplier that may lead to cost savings and reductions in the Framework Prices; identifying and implementing efficiencies in the Supplier's supply chain that may lead to cost savings and reductions in the Framework Prices; baselining the quality of the Supplier's Goods and/or Services and its cost structure and demonstrating the efficacy of its Continuous Improvement Plan on each element during the TermFramework Period; and measuring and reducing the sustainability impacts of the Supplier's operations and supply-chains pertaining to the Goods and/or Services, and identifying opportunities to assist Contracting Bodies Authorities in meeting their sustainability objectives. The initial Continuous Improvement Plan for the first (1st) Contract Year shall be submitted by the Supplier to the Authority for Approval within ninety (90) Working Days of the first Order or six (6) Months following the Framework Commencement Date, whichever is earlier. The Authority shall notify the Supplier of its Approval or rejection of the proposed Continuous Improvement Plan or any updates to it within twenty (20) Working Days of receipt. Within ten (10) Working Days of receipt of the Authority's notice of rejection and of the deficiencies of the proposed Continuous Improvement Plan, the Supplier shall submit to the Authority a revised Continuous Improvement Plan reflecting the changes required. Once Approved by the Authority, the programme shall constitute the Continuous Improvement Plan for the purposes of this Agreement. Once the first Continuous Improvement Plan has been Approved in accordance with paragraph 96.4: the Supplier shall use all reasonable endeavours to implement any agreed deliverables in accordance with the Continuous Improvement Plan; and the Parties agree to meet as soon as reasonably possible following the start of each quarter (or as otherwise agreed between the Authority and the Supplier) to review the Supplier's progress against the Continuous Improvement Plan.