The Supplier must. 12.1.1 comply with the Buyer’s written instructions and this Call-Off Contract when Processing Buyer Personal Data
12.1.2 only Process the Buyer Personal Data as necessary for the provision of the G-Cloud Services or as required by Law or any Regulatory Body
12.1.3 take reasonable steps to ensure that any Supplier Staff who have access to Buyer Personal Data act in compliance with Supplier's security processes
The Supplier must a. keep and maintain Records in accordance with prudent business practice and all applicable laws
b. make sure the Records clearly identify all relevant time and Expenses incurred in providing the Services
c. make sure the Records are easy to access, and
d. keep the Records safe.
The Supplier must a. liaise with the Buyer’s Contract Manager regarding all matters relating to the Services, Deliverables or this Contract; and
b. comply with the directions of the Buyer’s Contract Manager that are consistent with this Contract.
The Supplier must a. ensure that its Personnel have the necessary skills, experience, training and resources to successfully deliver the Services
b. provide all equipment and resources necessary to deliver the Services, and
c. comply with its own Standards of Integrity and Conduct and any other relevant codes of conduct listed in Schedule 1 or notified by the Buyer to the Supplier from time to time.
d. ensure no conflict of interest exists or is likely to arise in the performance of its obligations under this Contract;
e. ensure the Deliverables will be of merchantable quality and fit for any purpose specified by the Buyer or for which the Buyer might reasonably be expected to use the Deliverables;
f. ensure all information included in any document is correct, complete and not misleading in any material respect;
g. ensure in undertaking the obligations under this Contract it will not be in breach of any obligation owed to any other person nor infringe the Intellectual Property Rights of any person;
h. ensure that except to the extent of a party’s pre-existing intellectual property being incorporated or used for the creation of the Deliverables, the Deliverables and new intellectual property arise from the original work of the Supplier and will not infringe the Intellectual Property Rights of any person and upon delivery or creation the Buyer will obtain absolute and unencumbered legal and beneficial ownership of the Deliverables and New Intellectual Property.
The Supplier must i) take all reasonable measures to ensure that its employees, officers and agents do not engage in any activity or obtain any interest which is in conflict with the Supplier’s ability to provide the Services to the Department fairly and independently; and
ii) immediately give notice of any conflict of interest relating to the activities or interests of any of its employees, officers or agents to the Department.
The Supplier must. (a) implement due diligence procedures for its Personnel and other participants in its supply chains, to ensure its compliance with the Code of Conduct and Modern Slavery Policy, particularly that the Supplier effectively identifies, assesses and mitigates occurrences of Modern Slavery in its supply chains by:
(i) regularly conducting investigations into its operations and supply chains to ascertain whether there are, or is any risk of, any Modern Slavery practices in those operations or supply chains; and
(ii) using its best endeavours to include in its contracts with its Personnel provisions regarding Modern Slavery that are at least as onerous as those set out in this clause 21 or otherwise require such persons to comply with the Modern Slavery Policy and with all applicable Modern Slavery Laws; and
(b) maintain a complete set of records to trace the supply chain of all Goods and/or Services provided to the Company in connection with this Agreement
(c) notify the Company as soon as it becomes aware of:
(i) any breach, or potential breach, of the Modern Slavery Policy; or
(ii) any actual or suspected Modern Slavery in its operations or supply chains.
The Supplier must. (i) review and update the Transition-Out Plan periodically throughout its engagement under this Agreement or at the Customer's reasonable request; and
(ii) make any updates to the Transition-Out Plan that are reasonably requested by the Customer.
The Supplier must. (a) maintain a true, correct and complete set of records, books and accounts, relating to the costs and expenses for which the Supplier seeks compensation or reimbursement prepared in accordance with generally accepted accounting principles and accounting standards in Australia; and
(b) make these available at no cost to the Company for audit, inspection, and copying by the Company or its designated representative from the date this Agreement is made until the date being two (2) years after the later of unencumbered title in and risk in the whole of the Goods and/or Services to be provided pursuant to this Agreement have passed to the Company.
The Supplier must a. ensure that its Personnel have the necessary skills, experience, training and resources to successfully deliver the Services
b. provide all equipment and resources necessary to deliver the Services, and c. comply with the Standards of Integrity and Conduct issued by the State Services Commission (see xxx.xxx.xxxx.xx) and any other relevant codes of conduct listed in Schedule 1 or notified by the Buyer to the Supplier from time to time.
The Supplier must. (a) suitably pack the Goods to avoid damage during loading, transit, delivery, unloading or storage;
(b) pack and transport the Goods in accordance with any applicable regulations and industry codes; and
(c) clearly mark all packages of the Goods for delivery and the delivery documents for the Goods with the Contract number and any Purchase Order number and ensure that the delivery documents accompany the Goods to the Delivery Address.
