Common use of Prevention of Fraud and Corruption Clause in Contracts

Prevention of Fraud and Corruption. The Contractor shall not offer, give, or agree to give anything, to any person an inducement or reward for doing, refraining from doing, or for having done or refrained from doing, any act in relation to the obtaining or execution of the Agreement or for showing or refraining from showing favour or disfavour to any person in relation to the Agreement. The Contractor shall take all reasonable steps, in accordance with Good Industry Practice, to prevent Prohibited Acts by the Staff and the Contractor (including its shareholders, members and directors) in connection with the Agreement and shall notify the Trust immediately if it has reason to suspect that any Prohibited Act has occurred or is occurring or is likely to occur. If the Contractor or the Staff engages in conduct prohibited by clause 22.1 or commits a Prohibited Act in relation to the Agreement or any other contract with the Crown (including the Trust) the Trust may: terminate the Agreement and recover from the Contractor the amount of any loss suffered by the Trust resulting from the termination, including the cost reasonably incurred by the Trust of making other arrangements for the supply of the Services and any additional expenditure incurred by the Trust throughout the remainder of the Agreement; or recover in full from the Contractor any other loss sustained by the Trust in consequence of any breach of this clause. DISPUTE RESOLUTION The Parties agree to co-operate with each other in an amicable manner with a view to achieving the successful implementation of this Agreement. If a Dispute arises between the Trust and the Contractor during the Term in relation to any matter which cannot be resolved by local operational management either Party may refer the matter for determination in accordance with the procedure set out in clause 23.3. A Dispute referred for determination under clause 23.2 shall be resolved as follows: by referral in the first instance to the decision of the Parties’ respective contract managers; and if a Dispute is not resolved within 14 days of its referral pursuant to clause 23.3(a), such Dispute shall be referred to [TBC] for the Trust and [TBC] for the Contractor; and if a Dispute is not resolved within 21 days of its referral pursuant to clause 23.3(b) such Dispute shall be referred to the Chair for the Trust and [TBC] for the Contractor. If the dispute cannot be resolved by the Parties within one month of being escalated as referred to in clause 23.3(b), the dispute may by agreement between the Parties be referred to a neutral adviser or mediator (the “Mediator”) chosen by agreement between the Parties. All negotiations connected with the dispute shall be conducted in confidence and without prejudice to the rights of the Parties in any further proceedings. If the Parties fail to appoint a Mediator within one month or fail to enter into a written agreement resolving the dispute within one month of the Mediator being appointed, either Party may exercise any remedy it has under applicable law. Neither Party shall be prevented from, or delayed in, seeking orders for specific performance or interlocutory or final injunctive relief on an ex parte basis or otherwise as a result of the terms of this clause 23, such clause not applying in respect of any circumstances where such remedies are sought.

Prevention of Fraud and Corruption. The Contractor shall not offer, give, or agree to give anything, to any person an inducement or reward for doing, refraining from doing, or for having done or refrained from doing, any act in relation to the obtaining or execution of the Agreement or for showing or refraining from showing favour or disfavour to any person in relation to the Agreement. The Contractor shall take all reasonable steps, in accordance with Good Industry Practice, to prevent Prohibited Acts by the Staff and the Contractor (including its shareholders, members and directors) in connection with the Agreement and shall notify the Trust immediately if it has reason to suspect that any Prohibited Act has occurred or is occurring or is likely to occur. If the Contractor or the Staff engages in conduct prohibited by clause 22.1 32.1 or commits a Prohibited Act in relation to the Agreement or any other contract with the Crown (including the Trust) the Trust may: terminate the Agreement and recover from the Contractor the amount of any loss suffered by the Trust resulting from the termination, including the cost reasonably incurred by the Trust of making other arrangements for the supply of the Services and any additional expenditure incurred by the Trust throughout the remainder of the Agreement; or recover in full from the Contractor any other loss sustained by the Trust in consequence of any breach of this clause. DISPUTE RESOLUTION The Parties agree to co-operate with each other in an amicable manner with a view to achieving the successful implementation of this Agreement. If a Dispute arises between the Trust and the Contractor during the Term in relation to any matter which cannot be resolved by local operational management either Party may refer the matter for determination in accordance with the procedure set out in clause 23.333.3. A Dispute referred for determination under clause 23.2 33.2 shall be resolved as follows: by referral in the first instance to the decision of the Parties’ respective contract managers; and if a Dispute is not resolved within 14 days of its referral pursuant to clause 23.3(a), such Dispute shall be referred to [TBC] for the Trust and [TBC] for the Contractor; and if a Dispute is not resolved within 21 days of its referral pursuant to clause 23.3(b) such Dispute shall be referred to the Chair for the Trust and [TBC] for the Contractor. If the dispute cannot be resolved by the Parties within one month of being escalated as referred to in clause 23.3(b), the dispute may by agreement between the Parties be referred to a neutral adviser or mediator (the “Mediator”) chosen by agreement between the Parties. All negotiations connected with the dispute shall be conducted in confidence and without prejudice to the rights of the Parties in any further proceedings. If the Parties fail to appoint a Mediator within one month or fail to enter into a written agreement resolving the dispute within one month of the Mediator being appointed, either Party may exercise any remedy it has under applicable law. Neither Party shall be prevented from, or delayed in, seeking orders for specific performance or interlocutory or final injunctive relief on an ex parte basis or otherwise as a result of the terms of this clause 23, such clause not applying in respect of any circumstances where such remedies are sought.:

Prevention of Fraud and Corruption. The Contractor Provider shall not offer, give, or agree to give anything, to any person as an inducement or reward for doing, refraining from doing, or for having done or refrained from doing, any act in relation to the obtaining or execution of the this Agreement or for showing or refraining from showing favour or disfavour to any person in relation to the this Agreement. The Contractor Provider shall take all reasonable steps, in accordance with Good Industry Practicegood industry practice, to prevent Prohibited Acts fraud by the Staff and the Contractor Provider (including its shareholders, members and directors) in connection with the this Agreement and shall notify the Trust Employer immediately if it has reason to suspect that any Prohibited Act fraud has occurred or is occurring or is likely to occur. If the Contractor Provider or the Staff engages in conduct prohibited by clause 22.1 21.1 or commits a Prohibited Act fraud in relation to the this Agreement or any other contract with the Crown (including the TrustEmployer) the Trust Employer may: terminate the this Agreement and recover from the Contractor Provider the amount of any loss suffered by the Trust Employer resulting from the termination, including the cost reasonably incurred by the Trust Employer of making other arrangements for the supply of the Services and any additional expenditure incurred by the Trust Employer throughout the remainder of the this Agreement; or recover in full from the Contractor Provider any other loss sustained by the Trust Employer in consequence of any breach of this clause. DISPUTE RESOLUTION Dispute Resolution The Parties agree shall attempt in good faith to co-operate with each other in an amicable manner with negotiate a view to achieving the successful implementation of this Agreement. If a Dispute arises between the Trust and the Contractor during the Term in relation settlement to any matter which cannot be resolved by local operational management either Party may refer dispute between them arising out of or in connection with this Agreement and such efforts shall involve the matter for determination in accordance with the procedure set out in clause 23.3. A Dispute referred for determination under clause 23.2 shall be resolved as follows: by referral in the first instance to the decision escalation of the Parties’ respective contract managers; and if a Dispute is not resolved within 14 days dispute to an appropriately senior representative of its referral pursuant to clause 23.3(a), such Dispute shall be referred to [TBC] for the Trust and [TBC] for the Contractor; and if a Dispute is not resolved within 21 days of its referral pursuant to clause 23.3(b) such Dispute each Party. Disputes shall be referred to the Chair for Head of Service or delegated officer of the Trust Employer and [TBC] for chief executive officer or delegated officer of the ContractorTraining Provider who shall attempt in good faith to resolve it. If the dispute cannot be resolved by the Parties within one month of being escalated as referred to in clause 23.3(b)21.1, the dispute may by agreement between the Parties be referred to a neutral adviser or mediator (the “Mediator”) chosen by agreement between the Parties. All negotiations connected Mediation in accordance with the dispute shall be conducted in confidence and without prejudice to the rights of the Parties in any further proceedingsCentre for Effective Dispute Resolution (CEDR) Model Mediation Procedure. If the Parties fail to appoint a Mediator within one month month, or fail to enter into a written agreement resolving the dispute within one month of the Mediator being appointed, either Party may exercise any remedy it has under applicable law. Unless otherwise agreed between the Parties, the mediator shall be nominated by CEDR. To initiate the mediation, a Party shall serve notice in writing (‘an ADR notice’) to the other Party to the dispute, requesting a mediation. If the dispute is not resolved within 90 days after service of the ADR notice, or either Party fails to participate or to continue to participate in the mediation before the expiration of the said period of 90 days, or the mediation terminates before the expiration of the said period of 90 days, the dispute shall be finally resolved by the courts of England and Wales in accordance with clause 24. The commencement of mediation shall not prevent the Parties commencing or continuing court proceedings in relation to the dispute at any time Interest shall not accrue on invoices which are due for payment while a dispute is ongoing General Each of the Parties represents and warrants to the other that it has full capacity and authority, and all necessary consents, licences and permissions to enter into and perform its obligations under this Agreement, and that this Agreement is executed by its duly authorised representative. A person who is not a party to this Agreement shall have no right to enforce any of its provisions which, expressly or by implication, confer a benefit on him, without the prior written agreement of the Parties. This Agreement cannot be varied except in writing signed by a duly authorised representative of both the Parties. This Agreement contains the whole agreement between the Parties and supersedes and replaces any prior written or oral agreements, representations or understandings between them. The Parties confirm that they have not entered into this Agreement on the basis of any representation that is not expressly incorporated into this Agreement. Nothing in this clause shall exclude liability for fraud or fraudulent misrepresentation. Any waiver or relaxation either partly, or wholly of any of the terms and conditions of this Agreement shall be valid only if it is communicated to the other Party in writing and expressly stated to be a waiver. A waiver of any right or remedy arising from a breach of contract shall not constitute a waiver of any right or remedy arising from any other breach of this Agreement. This Agreement shall not constitute or imply any partnership, joint venture, agency, fiduciary relationship or other relationship between the Parties other than the contractual relationship expressly provided for in this Agreement. Neither Party shall be prevented fromhave, or delayed innor represent that it has, seeking orders any authority to make any commitments on the other Party’s behalf. Except as otherwise expressly provided by this Agreement, all remedies available to either Party for specific performance or interlocutory or final injunctive relief on an ex parte basis or otherwise as a result of the terms breach of this clause 23Agreement (whether under this Agreement, statute or common law) are cumulative and may be exercised concurrently or separately, and the exercise of one remedy shall not be deemed an election of such clause remedy to the exclusion of other remedies. If any provision of this Agreement is prohibited by law or judged by a court to be unlawful, void or unenforceable, the provision shall, to the extent required, be severed from this Agreement and rendered ineffective as far as possible without modifying the remaining provisions of this Agreement, and shall not applying in respect any way affect any other circumstances of any circumstances where such remedies are soughtor the validity or enforcement of this Agreement.

Prevention of Fraud and Corruption. The Contractor shall not offer, give, or agree to give anything, to any person an inducement or reward for doing, refraining from doing, or for having done or refrained from doing, any act in relation to the obtaining or execution of the Agreement or for showing or refraining from showing favour or disfavour to any person in relation to the Agreement. The Contractor shall take all reasonable steps, in accordance with Good Industry Practice, to prevent Prohibited Acts by the Staff and the Contractor (including its shareholders, members and directors) in connection with the Agreement and shall notify the Trust immediately if it has reason to suspect that any Prohibited Act has occurred or is occurring or is likely to occur. If the Contractor or the Staff engages in conduct prohibited by clause 22.1 or commits a Prohibited Act in relation to the Agreement or any other contract with the Crown (including the Trust) the Trust may: terminate the Agreement and recover from the Contractor the amount of any loss suffered by the Trust resulting from the termination, including the cost reasonably incurred by the Trust of making other arrangements for the supply of the Services and any additional expenditure incurred by the Trust throughout the remainder of the Agreement; or recover in full from the Contractor any other loss sustained by the Trust in consequence of any breach of this clause. DISPUTE RESOLUTION The Parties agree to co-operate with each other in an amicable manner with a view to achieving the successful implementation of this Agreement. If a Dispute arises between the Trust and the Contractor during the Term in relation to any matter which cannot be resolved by local operational management either Party may refer the matter for determination in accordance with the procedure set out in clause 23.3. A Dispute referred for determination under clause 23.2 shall be resolved as follows: by referral in the first instance to the decision of the Parties’ respective contract managers; and if a Dispute is not resolved within 14 days of its referral pursuant to clause 23.3(a), such Dispute shall be referred to [TBC] for the Trust and [TBC] for the Contractor; and if a Dispute is not resolved within 21 days of its referral pursuant to clause 23.3(b) such Dispute shall be referred to the Chair for the Trust and [TBC] for the Contractor. If the dispute cannot be resolved by the Parties within one month of being escalated as referred to in clause 23.3(b), the dispute may by agreement between the Parties be referred to a neutral adviser or mediator (the “Mediator”) chosen by agreement between the Parties. All negotiations connected with the dispute shall be conducted in confidence and without prejudice to the rights of the Parties in any further proceedings. If the Parties fail to appoint a Mediator within one month month, or fail to enter into a written agreement resolving the dispute within one month of the Mediator being appointed, either Party may exercise any remedy it has under applicable law. Neither Party shall be prevented from, or delayed in, seeking orders for specific performance or interlocutory or final injunctive relief on an ex parte basis or otherwise as a result of the terms of this clause 23, such clause not applying in respect of any circumstances where such remedies are sought.

Prevention of Fraud and Corruption. The Contractor shall not offer, give, or agree to give anything, to any person an inducement or reward for doing, refraining from doing, or for having done or refrained from doing, any act in relation to the obtaining or execution of the Agreement or for showing or refraining from showing favour or disfavour to any person in relation to the Agreement. The Contractor shall take all reasonable steps, in accordance with Good Industry Practice, to prevent Prohibited Acts by the Staff and the Contractor (including its shareholders, members and directors) in connection with the Agreement and shall notify the Trust immediately if it has reason to suspect that any Prohibited Act has occurred or is occurring or is likely to occur. If the Contractor or the Staff engages in conduct prohibited by clause 22.1 or commits a Prohibited Act in relation to the Agreement or any other contract with the Crown (including the Trust) the Trust may: terminate the Agreement and recover from the Contractor the amount of any loss suffered by the Trust resulting from the termination, including the cost reasonably incurred by the Trust of making other arrangements for the supply of the Services and any additional expenditure incurred by the Trust throughout the remainder of the Agreement; or recover in full from the Contractor any other loss sustained by the Trust in consequence of any breach of this clause. DISPUTE RESOLUTION The Parties agree to co-operate with each other in an amicable manner with a view to achieving the successful implementation of this Agreement. If a Dispute arises between the Trust and the Contractor during the Term in relation to any matter which cannot be resolved by local operational management either Party may refer the matter for determination in accordance with the procedure set out in clause 23.3. A Dispute referred for determination under clause 23.2 shall be resolved as follows: by referral in the first instance to the decision of the Parties’ respective contract managers; and if a Dispute is not resolved within 14 days of its referral pursuant to clause 23.3(a), such Dispute shall be referred to [TBC] for the Trust and [TBC] for the Contractor; and if a Dispute is not resolved within 21 days of its referral pursuant to clause 23.3(b) such Dispute shall be referred to the Chair for the Trust and [TBC] for the Contractor. If the dispute cannot be resolved by the Parties within one month of being escalated as referred to in clause 23.3(b(b), the dispute may by agreement between the Parties be referred to a neutral adviser or mediator (the “Mediator”) chosen by agreement between the Parties. All negotiations connected with the dispute shall be conducted in confidence and without prejudice to the rights of the Parties in any further proceedings. If the Parties fail to appoint a Mediator within one month month, or fail to enter into a written agreement resolving the dispute within one month of the Mediator being appointed, either Party may exercise any remedy it has under applicable law. Neither Party shall be prevented from, or delayed in, seeking orders for specific performance or interlocutory or final injunctive relief on an ex parte basis or otherwise as a result of the terms of this clause 23, such clause not applying in respect of any circumstances where such remedies are sought.