Common use of Transparency and Freedom of Information Clause in Contracts

Transparency and Freedom of Information. 25.1 The Supplier acknowledges that Network Rail is subject to the requirements of the FOIA and the EIRs. The Supplier shall: 25.1.1 provide all necessary assistance and cooperation as reasonably requested by Network Rail to enable Network Rail to comply with its obligations under the FOIA and EIRs; 25.1.2 transfer to Network Rail all Requests for Information relating to this Agreement that it receives as soon as practicable and in any event within two (2) Working Days of receipt; 25.1.3 provide Network Rail with a copy of all Information held on behalf of Network Rail which is requested in a Request For Information which is in its possession or control in the form that Network Rail requires within five (5) Working Days (or such other period as Network Rail may reasonably specify) of Network Rail's request for such Information; and 25.1.4 not respond directly to a Request For Information addressed to Network Rail unless authorised in writing to do so by Network Rail. 25.2 The Supplier acknowledges that Network Rail may be required under the FOIA and EIRs to disclose Information (including Commercially Sensitive Information) without consulting or obtaining consent from the Supplier. Network Rail shall take reasonable steps to notify the Supplier of a Request For Information (in accordance with the Secretary of State’s section 45 Code of Practice on the Discharge of the Functions of Public Authorities under Part 1 of the FOIA) to the extent that it is permissible and reasonably practical for it to do so but (notwithstanding any other provision in this Agreement) Network Rail shall be responsible for determining in its absolute discretion whether any Commercially Sensitive Information and/or any other information is exempt from disclosure in accordance with the FOIA and/or the EIRs. 25.3 The Parties acknowledge that 25.3.1 the Transparency Reports; and

Transparency and Freedom of Information. 25.1 17.1 The Supplier acknowledges that Network Rail is subject to the requirements of the FOIA and the EIRs. The Supplier shall: 25.1.1 17.1.1 provide all necessary assistance and cooperation as reasonably requested by Network Rail to enable Network Rail to comply with its obligations under the FOIA and EIRs; 25.1.2 17.1.2 transfer to Network Rail all Requests for Information relating to this Framework Agreement and/or the Call-Off Contracts that it receives as soon as practicable and in any event within two (2) Working Days of receipt; 25.1.3 17.1.3 provide Network Rail with a copy of all Information held on behalf of Network Rail which is requested in a Request For Information which is in its possession or control in the form that Network Rail requires within five (5) Working Days (or such other period as Network Rail may reasonably specify) of Network Rail's request for such Information; and 25.1.4 17.1.4 not respond directly to a Request For Information addressed to Network Rail unless authorised in writing to do so by Network Rail. 25.2 17.2 The Supplier acknowledges that Network Rail may be required under the FOIA and EIRs to disclose Information (including Commercially Sensitive Information) without consulting or obtaining consent from the Supplier. Network Rail shall take reasonable steps to notify the Supplier of a Request For Information (in accordance with the Secretary of State’s section 45 Code of Practice on the Discharge of the Functions of Public Authorities under Part 1 of the FOIA) to the extent that it is permissible and reasonably practical for it to do so but (notwithstanding any other provision in this AgreementFramework Agreement or the Call-Off Contracts) Network Rail shall be responsible for determining in its absolute discretion whether any Commercially Sensitive Information and/or any other information is exempt from disclosure in accordance with the FOIA and/or and the EIRs. 25.3 17.3 The Parties acknowledge that 25.3.1 that 17.3.1 the Transparency Reports; and 17.3.2 the content of this Agreement, including any changes to this Agreement agreed from time to time, except for: 17.3.2.1 any information which is exempt from disclosure in accordance with the provisions of the FOIA, which shall be determined by Network Rail; and 17.3.2.2 Commercially Sensitive Information; (together the “Transparency Information”) are not Confidential Information. 17.4 Notwithstanding any other provision of this Agreement, the Supplier hereby gives its consent for Network Rail to publish to the general public the Transparency Information in its entirety (but with any information which is exempt from disclosure in accordance with the provisions of the FOIA redacted). Network Rail shall, prior to publication, consult with the Supplier on the manner and format of publication and to inform its decision regarding any redactions but shall have the final decision in its absolute discretion. 17.5 The Supplier shall assist and co-operate with Network Rail to enable Network Rail to publish the Transparency Information, including preparation of the Transparency Reports in accordance with Schedule 13 (Reports and Records Provisions) of the Call-Off Terms. 17.6 If Network Rail believes that publication of any element of the Transparency Information would be contrary to the public interest, Network Rail shall be entitled to exclude such information from publication. Network Rail acknowledges that it would expect the public interest by default to be best served by publication of the Transparency Information in its entirety. Accordingly, Network Rail acknowledges that it will only exclude Transparency Information from publication in exceptional circumstances and agrees that where it decides to exclude information from publication it will provide a clear explanation to the Supplier. 17.7 Network Rail shall publish the Transparency Information in a format that assists the general public in understanding the relevance and completeness of the information being published to ensure the public obtain a fair view on how the Agreement is being performed, having regard to the context of the wider commercial relationship with the Supplier. 17.8 The Supplier agrees that any Information it holds that is not included in the Transparency Reports but is reasonably relevant to or that arises from the provision of the Services shall be provided to Network Rail on request unless the cost of doing so would exceed the appropriate limit prescribed under section 12 of the FOIA. Network Rail may disclose such information under the FOIA and the EIRs and may (except for Commercially Sensitive Information, Confidential Information (subject to clause 16) publish such Information. The Supplier shall provide to Network Rail within five (5) Working Days (or such other period as Network Rail may reasonably specify) any such Information requested by Network Rail.

Transparency and Freedom of Information. 25.1 22.1 The Supplier acknowledges that Network Rail is subject to the requirements of the FOIA and the EIRs. The Supplier shall: 25.1.1 22.1.1 provide all necessary assistance and cooperation as reasonably requested by Network Rail to enable Network Rail to comply with its obligations under the FOIA and EIRs; 25.1.2 22.1.2 transfer to Network Rail all Requests for Information relating to this Agreement Contract that it receives as soon as practicable and in any event within two (2) Working Days of receipt; 25.1.3 22.1.3 provide Network Rail with a copy of all Information held on behalf of Network Rail which is requested in a Request For Information which is in its possession or control in the form that Network Rail requires within five (5) Working Days (or such other period as Network Rail may reasonably specify) of Network Rail's request for such Information; and 25.1.4 22.1.4 not respond directly to a Request For Information addressed to Network Rail unless authorised in writing to do so by Network Rail. 25.2 22.2 The Supplier acknowledges that Network Rail may be required under the FOIA and EIRs to disclose Information (including Commercially Sensitive Information) without consulting or obtaining consent from the Supplier. Network Rail shall take reasonable steps to notify the Supplier of a Request For Information (in accordance with the Secretary of State’s section 45 Code of Practice on the Discharge of the Functions of Public Authorities under Part 1 of the FOIA) to the extent that it is permissible and reasonably practical for it to do so but (notwithstanding any other provision in this AgreementContract) Network Rail shall be responsible for determining in its absolute discretion whether any Commercially Sensitive Information and/or any other information is exempt from disclosure in accordance with the FOIA and/or the EIRs. 25.3 22.3 The Parties acknowledge that 25.3.1 that 22.3.1 the Transparency Reports; and 22.3.2 the content of this Contract, including any changes to this Contract agreed from time to time, except for: