THIS
AGREEMENT is dated
2024
BETWEEN
(1)
THE COUNCIL OF THE BOROUGH OF
KIRKLEES of the Town
Hall, Ramsden Street, Huddersfield, West Yorkshire, HD1 2TA
(“the Council”); and
(2)
THE NORTH YORKSHIRE
COUNCIL of County Hall,
Racecourse Lane, Northallerton, North Yorkshire DL7 8AD (“the
Grant Recipient”).
BACKGROUND
A.
The Northern Forest (Grow Back
Greener) programme is administered by the Woodland Trust through
the DEFRA’s Nature for Climate Fund programme. The Woodland
Trust entered into a sub grant and collaboration agreement with the
Community Forest Trust (CFT) to deliver 324 ha of woodland and 9,077 Standard Trees. The
CFT is the lead party for
England’s Community Forests. A further sub grant and
collaboration agreement was entered into with the CFT and the
Council to enable the White Rose Forest (WRF) to support the
delivery of the programme outputs.
B.
The White Rose Forest
aims to support the creation of new woodland and urban tree
planting which contributes to national and local objectives and
strategies in North and West Yorkshire for the Nature for Climate
Northern Forest Programme.
C.
The Council has agreed
to pay the Grant to the Grant Recipient to deliver the
Project.
D.
This Agreement sets out
the terms and conditions on which the Grant is made to the Grant
Recipient.
E.
These terms and
conditions are intended to ensure that the Grant is used for the
planting of new woodland and urban tree planting with the intention
for this to be permanent land use change.
F.
These terms and
conditions should be read in conjunction with the Offer Letter,
Project Specification and Agreement Map(s), which are personal to
the Grant Recipient. These documents together form part of the
Agreement between the Grant Recipient and the Council.
1.
DEFINITIONS AND
INTERPRETATION
In the
Agreement the following terms shall have the following
meanings:
Agreement: means the agreement between the Grant Recipient
and the Council consists of these terms and conditions of funding,
the Offer Letter, the Project Specification, Agreement Map, Claim
Form, Inspection Report and the Declaration Form. In the event of
any conflict between the documents, the terms and conditions shall
prevail.
Agreement Map(s): means the final Site Location Map and Planting
Map accompanying this Agreement and sent to the Grant Recipient
with the Offer Letter.
Authorised
Representative: such
other person or persons appointed from time to time by the Council
and notified to the Grant Recipient within thirty (30) Working Days
of such appointment, to administer the White Rose Forest, and where
such appointment is terminated or ceases and no new appointment is
made or until a new appointment is made, shall mean the
Council.
Basic Payment Scheme (BPS):
the main scheme for direct payments
to farmers under the Common Agricultural Policy (CAP). BPS
shall be progressively phased out with the monies saved invested
back into new schemes such as Countryside
Stewardship.
Claim
Form: the template
document enclosed with this Agreement in Schedule 2 to be used to
claim the Grant.
Community
Forest: White Rose
Forest.
Community
Forest Map: map defining
the area of the Community Forest, may illustrate a
‘halo’ of land for which sites are eligible.
(a)
Commencement
Date: means
either:
i.
(a) the date of the
Grant Recipient’s written acceptance of the Grant offer
provided by way of completing and returning the Declaration Form;
or
ii.
(b) Where consent is
required before planting, the Commencement Date is either the date
this is obtained or the date of the Declaration Form, whichever is
the latter.
Controller,
Processor, Information Commissioner, Data Subject and Personal
Data, Processing and
appropriate technical and organisational measures shall have the
meanings given to them in the Data Protection Law.
Data
Protection Law: all
applicable data protection and privacy legislation in force from
time to time in the UK including the retained EU law version of the
General Data Protection Regulation ((EU) 2016/679) (UK GDPR), the
Data Protection Act 2018 (DPA 2018) (and regulations made
thereunder), the Privacy and Electronic Communications Regulations
2003 (SI 2003/2426), the Data Protection, Privacy and Electronic
Communications (Amendments etc) (EU Exit) Regulations 2019/419
and the guidance and codes of practice issued by the
Information Commissioner or other relevant regulatory authority and
applicable to a Party.
Declaration Form: means the Declaration Form as set out in
Schedule 4 duly executed by the Grant Recipient accepting the grant
offer as set out in the Offer Letter.
Domestic
Law: the law of the
United Kingdom or a part of the United Kingdom.
EIA
Regulations: means the
Environmental Impact Assessment (Forestry) Regulations (England and
Wales) (Amendment) Regulations 2017 (SI2017/592) as and when
amended. These regulations apply to afforestation, deforestation
proposals, and forest roads and quarries as amended. These apply to
afforestation, deforestation proposals, and forest roads and
quarries.
Eligible
Expenditure: means
expenditure in relation to the Funded Activities and as included in
the Eligible Items.
Eligible Items: are the eligible cost items required to plant
the woodland for the Programme. The full list of available
eligible cost items is:
·
Trees, tree guards, fencing and any
associated supplies and equipment.
·
Surveys, technical studies, reports
supporting planning and consenting.
·
Access, interpretation,
signage.
·
Site infrastructure – access
and egress, seating, structures.
·
Natural Flood Management (NFM)
interventions.
·
Communications material – on
site and in communities.
·
Community engagement costs, events,
materials.
·
Land acquisition and related
conveyancing/legal costs.
·
Project delivery
management.
·
Woodland establishment operations
and activities.
·
Payments to secure ongoing delivery
of ecosystem services.
·
Non-recoverable VAT (the Grant will
be reduced pro rata by any proportion of VAT that proves to be
recoverable).
·
Depreciation of portable plant &
equipment used to deliver the Project.
·
Consumables & welfare
items.
·
Volunteer training and
expenses.
Establishment Period: means the intensive period of management
activity as set out in the Offer Letter and/or Project
Specification following Tree Planting. This period is
considered the most critical for the successful establishment of
trees during which the actions set out in the Project Specification
for successful Tree Establishment must be carried out to receive
the full Establishment Payment.
Establishment Payments: means a payment or payments of Grant funding
made under the Programme in respect of successful Tree Planting and
Tree Establishment, as specified in the Offer Letter and Project
Specification. Inspection of the area may be required by the White
Rose Forest or an Authorised Representative before any payment is
authorised.
Financial
Year: means the annual
period commencing 6 April and ending on 5 April over which Budget
estimates are made by the UK Government and which functions as the
income-tax year.
Funded
Activities: means the
works undertaken to achieve successful Woodland Creation and
establish Woodland for which the Grant is provided. Works must only
include Eligible Items, and any additional agreed costs specified
in the Offer Letter.
Grant: means the grant which is payable to the Grant
Recipient under and in accordance with this Agreement (as set out
in the Project Specification). The
Grant shall be paid according to agreed milestones and areas
completely planted as set out in the Project
Specification.
Ineligible
Expenditure: expenditure
which is not Eligible Expenditure and for which the Council is not
satisfied it will be used in the delivery of the Project.
Natural
Inspection
Report: means the
template document enclosed with this Agreement in Schedule
3.
Land: means all units of land (measured in hectare)
which are proposed for Tree Planting and under which claims shall
be made under this Agreement.
Natural Colonisation: means the process by which plants and woodlands
are allowed to establish from seeds dispersed naturally from local
sources.
Offer
Letter: the letter
accompanying these terms and conditions, which gives details of the
Grant and forms part of this Agreement. An Offer Letter is
conditional upon the Grant Recipient securing any necessary consent
to undertake the planting.
Period of Obligation: a period of a minimum of 15 years, unless stated
otherwise in the Offer Letter, starting from the date of payment of
Grant and provided successful completion of Tree Planting for which
the Grant Recipient is required to maintain the Land as
Woodland. Conversion to another land use after planting may
be classified by the EIA Regulations as deforestation. The current
policy in England is that conversion of forest to other land uses
shall not occur except in exceptional circumstances. In such
an event the Council will review your entitlement to the Grant
which may result in the suspension, reduction, withdrawal or
reclaiming of all or part of the Grant.
Permissive
Access: open public
access is not a core requirement of all projects. When it is a
requirement, it will be detailed in the Project Specification
(Schedule 1). Where appropriate, access on foot and/or by
bicycle must be provided for able bodied persons, less ambulant
persons and persons with sensory impairment, the routes of
permissive access must ensure access across the entire site and be
managed where necessary to enable public access.
Planting
Map: means a map showing
the boundary and design of the planting, including the location of
proposed areas of open space, the location of relevant specific
Eligible Items (for example signage, site infrastructure, NFM
interventions), and any fence lines. The Planting Map shall include
a 6 figure OS grid reference for the woodland and a marked site
access point.
Programme: Nature for Climate - Northern Forest Grow
Back Greener Programme.
Prohibited
Act:
(a)
offering, giving or agreeing to give
to any servant of the Council (which shall include for the
avoidance of doubt the Community Forest Trust) any gift or
consideration of any kind as an inducement or reward
for:
i.
doing or not doing (or for having
done or not having done) any act in relation to the obtaining or
performance of this Agreement; or
ii.
showing or not showing favour or
disfavour to any person in relation to this Agreement.
(b)
committing any offence:
i.
under legislation creating offences
in respect of fraudulent acts; or
ii.
under the Bribery Act 2010;
or.
iii.
under legislation creating offences
in respect of fraudulent acts; or
iv.
at common law in respect of
fraudulent acts in relation to this Agreement; or
v.
defrauding or attempting to defraud
or conspiring to defraud the Council.
Project: the creation of new woodland under the
Programme.
Project Specification: means the document as set out in Schedule 1
accompanying these terms and conditions and sent to the Grant
Recipient with the Offer Letter providing details of the Project
and the Grant to be paid to the Grant Recipient. This offer should
be considered an ‘in-principle’ offer only, if approval
to plant, or any other consents from statutory bodies are
outstanding.
Confirmation of all required consents will be
required before confirmation of the offer and the Grant Recipient
can commence with the Tree Planting.
Site
Location Map:
means a map showing the location of
the planting activity subject to the Grant, provided to a
recognisable scale and showing the proximity to closest
city/town/village. The Site Location Map shall include a six (6)
figure grid reference for the planting activity and a marked site
access point.
Standard
Costs:
the unit cost for each site due to
be planted, as outlined in the Project Specification.
Subsidy
Control: means any
support given in monies or monies worth in connection with the
Project which is likely to be unlawful pursuant to the relevant
provisions of the UK-EU Trade and Co-operation Agreement or other
relevant obligations of the UK Government or any new regulatory
regime related to the provision of financial support to
organisations created by HM Government.
(b)
Standard
Trees: Trees
with a clear stem up to 1.8m from ground level with a head of
branches, within a range of sizes, and the age is dependent on
species and growth rate. Generally larger Standard Trees are
selected for more vulnerable areas e.g. proximity to schools, pubs
and high footfall locations, whilst smaller ones are used in quiet
suburban roads.
Tree Establishment: means the successful growth and development of
healthy trees and shrubs planted to create Woodland or Tree
Planting focused in urban locations, the acceptable standard of
which shall be determined by the Authorised Representative through
an inspection to assess achievement of the minimum stocking density
stated in the Project Specification, that trees are alive and
growing freely, out competing other plant species and not subject
to restraint by other environmental factors.
(c)
Trees: planted will be whips - very small
single stem plants with little or no side shoots usually about a
year in age, and usually between 30cm to 125cm in height. Whips are
suitable for planting in larger groups or blocks to create a new
woodland, extend existing woodland and create impact.
(d)
Stocking
density will
be between 1,600 – 5,000 stems per hectare, to be justified
as part of the relevant site plan, with woody shrubs up to a
maximum of 20%.
Tree Planting: means the physical planting of trees into
suitable ground conditions by way of hand or machinery in order to
facilitate the creation of new Woodland, the acceptable standard of
which shall be determined by the Authorised Representative through
an inspection to assess achievement of the minimum stocking density
stated in the Agreement, that planting has been completed in
accordance with good practice and that trees and shrubs are
adequately protected from damage.
UKFS: the reference standard for sustainable forest
management in the UK. It outlines the context for forestry, sets
out the approach of the UK governments to sustainable forest
management, defines standards and requirements, and provides a
basis for regulation and monitoring – including national and
international reporting.
UK
Land Carbon Registry:
means the public registry of
Woodland Carbon Code projects, carbon units and
ownership.
Unlawful
Subsidy: any support
given in breach of the relevant provisions of the UK-EU Trade and
Co-operation Agreement or other relevant obligations of the UK
Government or any new regulatory regime related to the provision of
financial support to organisations created by HM Government in
favour of any organisation.
(e)
Woodland:
means woodland creation
focused on urban locations created because of the Funded
Activities. Open space will normally be up to 20% but could be up
to a maximum of 40% where it can be fully justified. Details of the
types of woodland planting eligible for support under the Programme
is available from the Council.
Woodland Carbon Code Calculator:
means the approved modelling tool
used by the Woodland Carbon Code (the voluntary standard for UK
woodland carbon projects) for predicting the carbon sequestration
from Woodland Creation projects.
(f)
Woodland
Creation:
will include site assessment and planning; site preparation, for
example vegetation management, ground cultivation etc; supply and
planting of whips, and where appropriate supply fencing, tree
shelter, mulch and labour.
Woodland Support
Payment(s): means
periodic payments of Grant funding made under the Programme in
support of ongoing woodland establishment operations and ongoing
delivery of ecosystem services, as specified in the Offer Letter
and Project Specification. Periodic inspection of the Woodland may
be required by the White Rose Forest or an Authorised
Representative before any payment is authorised.
Working
Day(s): any day other
than a Saturday, a Sunday, or a day which is a public bank holiday
in England.
1.1
References to clauses are to the
clauses of these terms and conditions. Clause headings shall not
affect the interpretation of these terms and conditions.
1.2
A person includes a natural person,
corporate or unincorporated body (whether having separate legal
personality or not).
1.3
Unless the context otherwise
requires, words in the singular shall include the plural and words
in the plural shall include the singular and a reference to one
gender shall include a reference to the other genders.
1.4
A reference to a statute or
statutory provision is a reference to it as amended, extended or
re-enacted from time to time and shall include all subordinate
legislation made from time to time under that statute or statutory
provision.
1.5
A reference to a public organisation
includes a reference to any successor of that public
organisation.
1.6
Any words following the terms
including, include, in particular or for example or any similar
phrase shall be construed as illustrative and shall not limit the
generality of the related general words.
2
DECLARATIONS
2.1 The Grant
Recipient warrants that:
(a)
the declarations made in its
application for the Grant are true and accurate to the best of its
knowledge and belief, any matters which change the declarations
made in the application of the Grant shall be promptly notified to
the Council.
(b)
It is the sole owner of the land
within the application and has full capacity and authority to enter
into the Agreement alternatively:
i.
if the Grant Recipient is a tenant
the Grant Recipient shall promptly provide to the Council
confirmation of the landlord’s consent; or
ii.
if the Grant Recipient is not the sole owner of land within the
application the Grant Recipient shall promptly provide the Council
with confirmation of all other landowners’
consent.
(c)
it shall use the Grant only for the
purposes of the Project and in accordance with the terms and
conditions and documents set out in this Agreement. This
Project will be funded on Standard Costs and milestones and the
Grant Recipient shall demonstrate the Project is fully delivered to
receive the agreed per hectare payment.
(d)
it is not aware of any circumstances
which would prevent it from fulfilling its obligations under this
Agreement.
(e)
it has not received and will not
receive any duplicate funding or allowances from other public
sources in respect of the same obligations it is required to
undertake under the Agreement unless this is an additional delivery
element that is not funded by the Programme. Funds from
private or non-public sources which bring additional value or
benefit to the woodland are allowed.
(f)
no work has been undertaken before
the Commencement Date of this Agreement and in the event of work
being undertaken will not be funded other than in respect of
appropriately claimed, evidenced and verified Eligible Expenditure
as required by the Grant Recipient to be able to enter into this
Agreement.
(g)
all required licences, consents and
permissions will be in place prior to the commencement of
work.
(h)
it has not committed, nor shall
commit, any Prohibited Act.
(i)
it will set out to the satisfaction
of the Council that the Project does not breach the rules regarding
Subsidy Control.
(j)
it shall make its own enquiries as
to the accuracy and adequacy of any information on which it relies
in connection with this Agreement.
(k)
if there are any changes (financial
or otherwise) to its circumstances which could affect its
eligibility or suitability for the Grant or its ability to fulfil
its obligations under the Agreement, it will immediately provide
written notice to the Council.
2.2.
The Grant Recipient
undertakes that:
(a)
the work will be carried out with
reasonable care, thoroughness, competence and to the standard
required and that all activities will be carried out by suitably
qualified and experienced employees and/or
volunteers.
(b)
it agrees to take steps to ensure
that neither it, its employees or volunteers are placed in a
position where there may be an actual or potential conflict of
interest between the interests of those persons, or its
organisation and duties owed to the Council under this
Agreement.
(c)
It must tell the Council about any
conflict that may arise. Trees planted with support under this
Grant will be maintained and managed in accordance with the UKFS
throughout the Period of Obligation and the Land will remain as
Woodland for a minimum of the entire Period of Obligation.to start the Funded Activities within the time set
out for this Project and to make reasonable progress and to
carry out the Funded Activities to the Council’s
satisfaction.
(d)
it will always comply with all
relevant legislation in the performance of its obligations under
the Agreement and shall not unlawfully discriminate within the
meaning and scope of any law, enactment, order, or regulation
relating to discrimination (whether in race, gender, religion,
disability, sexual orientation, age or otherwise) in employment or
otherwise.
(e)
it shall adequately maintain the
Land to ensure successful Tree Establishment which shall be
determined in the sole opinion of the Council by end of the
Establishment Period.
(f)
There will be no conversion to
another land use after planting partly as this may be classified by
the EIA Regulations; and
(g)
If there are any carbon
credits arising from registering the woodland under the Woodland
Carbon Code which the Grant Recipient intends to retain or sell it
shall provide written notice to the Authorised Representative at
least thirty days in advance.
2.3 The
Grant Recipient confirms and acknowledges that the following
eligibility criteria apply and where applicable undertakes
that:
(a)
Woodland area: The area
of Woodland supported under this Agreement is the total gross area
of Land proposed for Woodland Creation including unplanted open
space (up to a maximum of 40% and to be managed for environmental,
recreational and/or amenity objectives).
(b)
Woodland design
standards: the design of the Woodland supported under this
Agreement accords with the design criteria and standards for
projects within the Programme, a copy of which is available from
the Council.
(c)
all Tree Planting required for this
Agreement is within the Community Forest Map.
(d)
the Land must be free of existing
grant agreements by the Commencement Date. Where the Land is
subject to an existing grant agreement this must have been declared
to the Council.
(e)
If the Land is in an Environmental
Stewardship or a Countryside Stewardship agreement the Land must be
removed from the Agreement, or written evidence of Natural
England’s consent for planting to be undertaken provided,
before an agreement can be offered under the Programme.
(f)
Climate resilience the overall
suitability score for the chosen species is ‘very
suitable’ or ‘suitable’ as assessed by the
Forestry Commission’s ‘Ecological Site
Classification’ decision support system, which is available
online via “Ecological
Site Classification Decision Support System (ESC-DSS) - Forest
Research” or from
the Forestry Commission England upon request.
(g)
the planting will not be managed as
short rotation coppice, including but not limited to tree species
willow or poplar, or for growing Christmas trees and the planting
will not contain fast growing species such as eucalypts typically
grown for energy production and not eligible for funding under the
Programme.
(h)
the proposal to plant trees is not a
requirement to mitigate the impacts of other developments under a
planning consent. It is only allowable to support Woodland
Creation associated with a development scheme where the investment
is clearly additional to the requirements or components of the
development scheme.
(i)
its proposal is only for
afforestation and the creation of woodland as required for the
Project.
(j)
the proposal to plant trees is free
from any direct commercial intent and/or any direct commercial
purpose and there shall be no
attempt to commercially exploit any assets partly bought, restored,
conserved, or improved or created or materially affected by the
Grant apart from in relation to carbon credits.
(k)
the Land must be substantially free
of trees and existing tree pits must have been empty for a period
of at least three (3) years.
(l)
all Projects will enable the
completion of the Woodland Carbon Code Calculator where applicable
and qualifying projects may be added to the Woodland Carbon Code
Registry.
(m)
the Project shall be delivered and
all Funded Activities, where applicable, undertaken in accordance
with the UKFS and the Woodland Carbon Code; and
(n)
the Land in respect of which the
Grant is to be paid is eligible land and that there are no legal or
other restrictions affecting the Land which prevent the completion
of the Funded Activities.
3.
TERM
3.1
The Agreement shall commence on the
Commencement Date and, subject to any earlier termination in
accordance with clause 14, it shall, continue in force for the
Period of the Obligation.
3.2
Where the Establishment Payment is
paid in instalments (for example to support phased planting), the
Agreement shall continue in force for a minimum of fifteen years
from the date that the last instalment is paid or up to the Period of Obligation, whichever is
later.
3.3
The parties may agree to delay the
planting by amending the planting season stated in the
Project
Specification. The planting
season can be changed by one (1) year but in any event shall not be
extended beyond March 2025. The party requesting the extension must
make their request in writing, no less than one (1) month before
the end of the planting season. Neither party shall be under any
obligation to agree to an extension requested by the other party.
The extension shall take effect once it has been confirmed in
writing by the Authorised Representative.
3.4
For the avoidance of doubt, and
notwithstanding clauses 3.1, 3.2 and 3.3 once the Land has been
planted as Woodland under the Agreement it must be maintained as
Woodland for the entire Period of Obligation. The Grant Recipient understands that conversion to
another land use after planting may be classified by the EIA
Regulations as deforestation and that the current policy in England
is that conversion of forest to other land uses shall not occur
except in exceptional circumstances. If there is such an
event the Council shall review the Grant Recipient’s
entitlement to the Grant which may result in the suspension,
reduction, withdrawal or reclaiming of all or part of the Grant and
may choose to terminate the Agreement.
4.
TRANSFERS OR ACQUISITIONS OF
LAND
4.1.
In the event of the Grant Recipient
intending to relinquish the lease or tenancy of the Land, the Grant
Recipient shall notify the Council promptly and in advance of any
such sale or transfer.
4.2.
In the event of the Grant Recipient
intending to sell or transfer the Land, the Grant Recipient shall
notify the Council promptly and in advance of any such
relinquishing.
4.3.
In the event of any permanent
boundary changes, acquisition of new land or any other changes to
or around the Land then the Grant Recipient shall notify the
Council promptly and where possible in advance.
4.4.
Upon notification of any changes
affecting the Land pursuant to clauses 4.1, 4.2 or 4.3, the Council
shall review the Grant Recipient’s entitlement to the Grant.
Following this review the Council shall inform the Grant Recipient
whether it will suspend, reduce, withdraw or reclaim all or part of
the Grant and the Council may choose to terminate the
Agreement.
4.5.
In the event of the transfer or
acquisition of the Land, if the Woodland is not maintained by the
new owner or tenant (the Council shall use its best endeavours to
work with the new tenant or owner with the aim of transferring the
Grant and the Agreement but shall not be required to do so) or if
the Woodland is removed then the Council shall reclaim the Grant in
full (with interest applied at a daily rate equivalent to the Bank
of England base rate plus 1%) from the Grant
Recipient.
4.6.
Only land in the Community Forest
area is eligible for this Grant except where, in exceptional cases,
dispensation is granted by the Council in association with
DEFRA.
5.
AMOUNT OF GRANT
5.1.
The Council shall pay the reasonable
costs in relation to the Eligible Items and undertaking the Funded
Activities for delivering Woodland Creation. The amount of the
Grant shall be set out in the Offer Letter and Project
Specification. Under no circumstances shall the Council be liable
to pay to the Grant Recipient any more than the total amount of the
Grant.
5.2.
The Grant shall be paid only in
respect of Eligible Expenditure incurred by the Grant Recipient to
deliver the Funded Activities. The Grant shall not be used to fund
Ineligible Expenditure.
5.3.
The award of Grant for Natural Flood
Management interventions (for example installing leaky woody dams)
shall be at the Council’s absolute discretion and shall
require supporting evidence to demonstrate that the interventions
are beneficial and required. For example, that the Land is
within a priority catchment for flood risk management.
5.4.
The Grant may include both
Establishment Payments and Woodland Support Payments:
(a)
Establishment Payments shall be made
in respect of successful Tree Planting and Tree Establishment, as
specified in the Offer Letter and Project Specification and as
determined in the sole opinion of the Council. Inspection of the
Land may be required by the Council or an Authorised Representative
before any payment is authorised.
(b)
Woodland Support Payments may be
made periodically, including annually, in support of ongoing
woodland establishment operations and ongoing delivery of ecosystem
services, as specified in the Offer Letter and Project
Specification. Periodic inspection of the Woodland may be required
by the Council or an Authorised Representative before any payment
is authorised. Woodland Support Payments shall only be made during
the Period of Obligation and may be made for all or part of the
Period of Obligation.
5.5.
Following submission of an
application the Council may contact the Grant Recipient to discuss
the design in the application and the potential to remove or change
individual planting sites to fit with available funding (subject to
identified site constraints).
5.6.
The Grant must not be used to
support activity which influences or attempts to influence
Parliament, Government or political parties, to propagate a
religion or belief, or to influence the awarding or renewal of
contracts or grants, or to influence legislative or regulatory
action.
5.7.
The Council makes no commitment to
renewing or continuing funding after the term of this Agreement as
set out in clause 3 and shall not be liable for any additional cost
incurred by the Grant Recipient either during or after the
term.
5.8.
Where the Grant Recipient intends to
apply to a third party (including without limitation a DEFRA source
or body) for other funding for the Funded Activities, the Grant
Recipient shall:
a)
notify the Council before such
application is made; and
b) seek the
Council’s agreement to the application.
5.9.
When the Council receives a
notification under clause 5.8, it shall consider whether to object
to such funding application and shall notify the Grant Recipient
accordingly. If the Council objects to the funding application, the
Grant Recipient shall not make such application.
5.10.
In the event that the Grant
Recipient is notified by Council that it objects to the funding
application and the Grant Recipient proceeds with the application
in any event, or in the event that the Grant Recipient fails to
notify the Council of the funding application, then the Council may
terminate this Agreement pursuant to clause 14.1 (j) and withhold,
suspend, reduce, or require repayment of the Grant, in full or in
part, pursuant to clause 7.
5.11.
When the Council does not object to
a funding application under clause 5.8 and when such funding is
obtained, the Grant Recipient shall promptly provide the Council
with details of the amount and purpose of that funding and confirm
there is no overlap or duplication of funding (“Dual
Funding”). Where in the sole opinion of the Council,
third-party funding constitutes Dual Funding, the amount of Grant
may be reduced or withdrawn by the Council or re-payment
required. The Council’s decision shall be final and
binding.
6.
PAYMENT
6.1.
To claim payment of the Grant or any
element of the Grant that the Grant Recipient may be entitled to in
accordance with this Agreement the Grant Recipient must submit a
completed valid Claim Form to the Authorised Representative within
the same Financial Year of the Funded Activities.
6.2.
If the Authorised Representative is
not satisfied that the Funded Activities to which the Claim Form
relates have been completed to acceptable standards, the Authorised
Representative shall first discuss their concerns with the Grant
Recipient and, wherever reasonable to do so, shall provide the
Grant Recipient with the opportunity to undertake remedial works to
achieve the standards required. If the remedial works do not
rectify the concerns or if there is a persistent breach, the
Council may terminate the Agreement in accordance with clause
14.
6.3.
If the Grant Recipient claimed Basic
Payment Scheme (BPS) on the Land the claim must include
confirmation that the Grant Recipient has notified the Rural
Payments Agency (RPA) of the Tree Planting by submitting an RLE1
form (https://www.gov.uk/government/publications/tell-the-rural-payments-agency-aboutland-changes-and-entitlement-transfers)
and that the Grant Recipient shall update the land use code in the
next BPS application (for current land use codes see here:
https://www.gov.uk/guidance/bps-2016-land-use-codes).
6.4.
Following receipt of a complete and
valid Claim Form, the Grant Recipient shall be notified by the
Authorised Representative whether an inspection shall be required.
Within thirty (30) days of either notification no inspection is
required or completion of a notified inspection, the Council shall
endeavour to pay the Grant to the Grant Recipient (partially or in
full) depending on whether the Funded Activities have been
met.
6.5.
The Grant Recipient shall submit a
valid Claim Form to the Authorised Representative within the
Financial Year that the Grant Recipient becomes entitled to claim
payment for the Grant or an element of the Grant under this
Agreement.
6.6.
The Grant shall be paid directly to
the Grant Recipient’s nominated business bank account
situated in the UK via BACS transfer by the Council, in pounds
sterling and shall be shown in the Grant Recipient’s accounts
as a restricted fund.
6.7.
The Grant Recipient agrees and
accepts that payment of the Grant can only be made to the extent
that the funds are available. The amount of the Grant shall not be
increased in the event of any overspend by the Grant
Recipient.
7.
REPAYMENT
7.1.
The Council reserves the right to
withhold, suspend, reduce, or require repayment of the Grant as set
out in this clause 7, in full or in part, if at any
time:
(a)
the Grant Recipient breaches the
Agreement; or
(b)
the Grant Recipient: fails to comply
with this Agreement; or
(c)
in the opinion of the Council, the
Grant Recipient fails to meet Woodland Creation criteria within the
Establishment Period; or
(d)
there is a change in circumstances
affecting the Grant Recipient’s eligibility to receive the
Grant; or
(e)
there is a change to the Land
pursuant to clause 4; or
(f)
any money is
incorrectly paid to it either due to administrative
error or otherwise.
7.2.
If the Grant Recipient does not
ensure, in the sole opinion of the Council, successful Tree
Establishment or does not maintain the Land as Woodland for the
Period of Obligation, then the Council can require the original
Grant to be repaid by the Grant Recipient (interest may be applied
at a daily rate equivalent to the Bank of England base rate plus
1%).
7.3.
If the Grant Recipient does not
ensure successful Woodland Creation within the Establishment
Period, then the Council can require the original Grant to be
repaid by the Grant Recipient (interest may be applied at a daily
rate equivalent to the Bank of England base rate plus
1%).
7.4.
If any sum becomes repayable under
the Agreement, it shall be treated as a debt owing by the Grant
Recipient to the Council until such time as the outstanding amount
is repaid. A recovery order shall be issued to the Grant Recipient
specifying the amount to be repaid and the date by which repayment
must be made.
7.5.
If the Grant Recipient fails to make
a repayment within sixty (60) days of the date of the relevant
recovery order, the Council reserves the right to charge interest
on the outstanding debt at a daily rate equivalent to the Bank of
England base rate plus 1%.
7.6.
Where any sum is repayable under the
Agreement and the Grant Recipient has failed to repay the
outstanding amount within the period specified in the recovery
order, the Council reserves the right to deduct the outstanding
debt from future payments due to the Grant Recipient under this
Agreement and any other agreement the Council may have with the
Grant Recipient, or to terminate the Agreement in accordance with
clause 14. This provision is without prejudice to any other legal
remedy available to the Council to enforce the recovery of unpaid
debts.
7.7.
If the Grant Recipient continues to
make a funding application after being notified by the Council to
cease or the Grant Recipient fails to
notify the Council of the funding application under clause
5.11.
8.
ACCESS TO DOCUMENTS AND
INFORMATION
8.1.
The Funded Activities carried out by
the Grant Recipient shall be monitored and reviewed in accordance
with this Agreement.
8.2.
The Grant Recipient shall, upon
request, supply any documents, information, data, reports or
written or verbal explanations which may be required by the Council
or its Authorised Representative or any other UK public body in
connection with this Agreement.
8.3.
The Grant Recipient agrees to take
before and after photographs of each planting area and of the
Funded Activities the Grant Recipient is being or have been awarded
funds for, keep them for a period of seven years and make them
available upon request.
8.4.
If the Grant Recipient keeps
personal information about individuals the Grant Recipient shall
fully comply with its responsibilities under Data Protection Law.
The Funded Activities carried out by the Grant Recipient shall be
monitored and reviewed in accordance with this
Agreement.
8.5.
The Grant Recipient must give the
Council access to any financial or other records relating to the
Grant and allow the Council to take copies of documents. The Grant
Recipient shall keep copies of all records for seven years from the
date of our last payment to the Grant Recipient. Records include
original invoices, receipts, accounts and legal
documents.
8.6.
The Grant Recipient shall treat all
information which the Council provides to the Grant Recipient as
confidential and keep it safe unless the Council agrees
otherwise. The Grant Recipient must not pass on such
information to any third party without the Council’s
consent. The Grant Recipient shall not use the confidential
information except for the site for which the Grant is given.
If the Grant Recipient fails to comply with these requirements the
Council may terminate this Agreement immediately by giving notice
in writing.
9.
SITE VISITS
9.1.
The Council and/or its Authorised
Representative, shall be entitled to inspect the Grant
Recipient’s land or premises, at all reasonable times and on
reasonable (a minimum of forty-eight (48) hours) notice, throughout
the duration of the Agreement, Establishment Period and Period of
Obligation for the purpose of ensuring that the Agreement has been
complied with.
10.
MAINTENANCE OF ACCOUNTS AND
RECORDS AND FINANCIAL MANAGEMENT
10.1.
The Grant Recipient shall keep
accurate and up-to-date accounts and records of the receipt and
expenditure of the Grant and evidence of compliance with this
Agreement.
10.2.
The Grant Recipient shall keep all
invoices, receipts, and accounts and any other relevant documents
relating to the expenditure of the Grant for a period of at least
seven years from termination or expiry of this Agreement. Such
records can be kept as paper records and/or electronic formats
provided that the records are kept secure and where electronic
records are held there is a backup copy. The Council and/or its
Authorised Representative) shall have the right to review the Grant
Recipient’s accounts and records relating to the Grant and to
take copies of such accounts and records.
10.3.
The Grant Recipient shall always
comply with all applicable laws, statutes and regulations relating
to anti-bribery and anti-corruption, including but not limited to
the Bribery Act 2010.
10.4.
The Grant Recipient shall have a
sound administration and audit process, including internal
financial controls to safeguard against fraud and theft. All cases
of fraud or theft (whether proven or suspected) relating to the
Funded Activities must be notified promptly to the
Council.
10.5.
The Grant Recipient shall comply
with (and facilitate the Council’s compliance with) all
statutory requirements, standards and the Council directions as
regards accounts, audit, financial reporting, validation, assurance
or examination of accounts, annual reports and annual returns
applicable to the Grant Recipient and the Council.
10.6.
The Grant Recipient shall comply
with the recommendations of the Public Accounts Committee and any
other expenditure controls specified by government.
11.
Intellectual Property
Rights
11.1.
All rights, title and interest in or
to any information, data, reports, documents, procedures,
forecasts, technology, know-how and any other intellectual property
rights (whether registered or not) whatsoever owned by or licensed
to either the Grant Recipient or the Council before the
Commencement Date or developed by either party under the Agreement,
shall remain the property of that party.
12.
Data And
Information
12.1.
The parties shall comply with Data
Protection Law in delivering their obligations under the
Agreement. This clause 12 is in addition to, and does not
relieve, remove, or replace, a party's obligations or rights under
Data Protection Law.
12.2.
Where the grant recipient collects
personal data on behalf of the Council, the parties acknowledge
that for the purposes of Data Protection Law, the Council is the
Controller, and the Grant Recipient is the Processor. Schedule 5
sets out the scope, nature and purpose of processing by the
Council, the duration of the processing and the types of Personal
Data and categories of Data Subject.
12.3.
Without prejudice to the generality
of Clause 12.1 the Grant Recipient shall ensure that it has
all necessary appropriate consents and notices in place to enable
lawful transfer of the Personal Data to the Council for the
duration and purposes of this agreement.
12.4.
Without prejudice to the generality
of Clause 12.1, the Grant Recipient shall, in relation to any
Personal Data processed in connection with the performance by the
Grant Recipient of its obligations under this Agreement:
a)
process that Personal Data only on
the documented written instructions of the Council unless the Grant
Recipient is required by Domestic Law to otherwise process the
Personal Data. Where the Grant Recipient is relying on
Domestic Law as the basis for processing Personal Data, the
Grant Recipient shall promptly notify the Council of this before
performing the processing required by the Domestic Law unless the
Domestic Law prohibits the Grant Recipient from so notifying the
Council.
b)
ensure that it has in place
appropriate technical and organisational measures, reviewed and
approved by the Council, to protect against unauthorised or
unlawful processing of Personal Data and against accidental loss or
destruction of, or damage to, Personal Data, appropriate to the
harm that might result from the unauthorised or unlawful processing
or accidental loss, destruction or damage and the nature of the
data to be protected, having regard to the state of technological
development and the cost of implementing any measures (those
measures may include, where appropriate, pseudonymising and
encrypting Personal Data, ensuring confidentiality, integrity,
availability and resilience of its systems and services, ensuring
that availability of and access to Personal Data can be restored in
a timely manner after an incident, and regularly assessing and
evaluating the effectiveness of the technical and organisational
measures adopted by it.
c)
ensure that all personnel and
sub-contractors who have access to and/or process Personal Data are
obliged to keep the Personal Data confidential; and
d)
not transfer any Personal Data
outside of the UK unless the prior written consent of the Council
has been obtained and the following conditions are
fulfilled:
i.
the Council or
the Grant Recipient has provided appropriate safeguards in relation
to the transfer.
i.
the data
subject has enforceable rights and effective legal
remedies.
ii.
the Grant
Recipient complies with its obligations under the Data Protection
Law by providing an adequate level of protection to any Personal
Data that is transferred; and
iii.
the Grant
Recipient complies with reasonable instructions notified to it in
advance by the Council with respect to the processing of the
Personal Data.
d)
assist the Council in responding to
any request from a Data Subject and in ensuring compliance with its
obligations under the Data Protection Law with respect to security,
breach notifications, impact assessments and consultations with
supervisory authorities or regulators.
f)
notify the Council without undue
delay on becoming aware of a Personal Data breach including without limitation any event that
results, or may result, in unauthorised access, loss, destruction,
or alteration of Personal Data in breach of this
Agreement.
g)
at the written direction of the
Council, delete or return Personal Data and copies thereof to the
Council on termination of the Agreement unless required by Data
Protection Law to store the Personal Data.
h)
maintain complete and
accurate records and information to demonstrate its compliance with
this Clause 12 and allow for audits by the Council or the
Council's designated auditor pursuant to Clause 8 and
immediately inform the Council if, in the opinion of the Grant
Recipient, an instruction infringes Data Protection
Law.
12.5.
The provisions of clause 12 above
shall apply during the continuance of the Agreement and after its
expiry or termination until any Personal Data which the Council has
responsibility for has been returned and / or verified as securely
destroyed.
12.6.
The Grant Recipient acknowledge that
the Council is subject to the requirements of the Freedom of
Information Act 2000 (FOIA) and the Environmental Information
Regulations 2004 (EIRs).
12.7.
The Grant Recipient agrees to
provide all necessary assistance and cooperation which is
reasonably requested by the Council for the purposes of complying
with its obligations under the FOIA and EIRs. If the Grant
Recipient is required to supply information pursuant to a FOIA
and/or EIR request, it shall subject to this Clause 12 supply all
such information which is within its possession or control within
ten (10) Working Days (or such other period as the Council shall
reasonably require.
12.8.
If the Grant Recipient receives a
FOIA and/or EIR request from a member of the public, it shall not
respond to the request but shall forward the request to the Council
within two Working Days of receipt.
12.9.
The Council shall determine in its
absolute discretion whether any information is exempt from
disclosure in accordance with the provisions of FOIA and/or the
EIRs.
13.
LIMITATION OF
LIABILITY
13.1.
Neither party excludes or limits its
liability for death or personal injury caused by its negligence,
fraud or fraudulent misrepresentation, or any other liability which
cannot be limited or excluded by law.
13.2.
The Council and/or its Authorised
Representatives shall not be liable for any consequential losses,
whether direct or indirect, arising from the Agreement or the use
of the Grant or from withdrawal from the Grant by the Grant
Recipient.
13.3. Subject to clauses 13.1 and 13.2, the
Council’s total aggregate liability in connection with the
Agreement shall not exceed the amount of the Grant.
13.4.
The Grant Recipient shall indemnify
the Council and its Authorised Representative against all claims,
demands, actions, costs, expenses, losses, damages and all other
liabilities arising because of its default, neglect, actions or
omissions in connection with the Agreement, including in contract,
tort (including negligence), breach of statutory duty,
misrepresentation or otherwise.
14.
TERMINATION
14.1.
The Council may terminate the
Agreement on written notice, with immediate effect and
at any time
if:
(a)
the Grant Recipient breaches, or
there is anticipatory breach of the Agreement or there is a change
in circumstances affecting the Grant Recipient’s eligibility
to receive the Grant; or
(b)
the Grant Recipient has failed to
repay any sum upon demand which has become recoverable under the
Agreement; or
(c)
the Grant Recipient is, in the
reasonable opinion of the Council, delivering and/or maintaining
the Funded Activities in a negligent manner; or
(d)
the Grant Recipient obtains funding
from a third party for Funded Activities during the term of this
Agreement, which, in the reasonable opinion of the Council,
undertakes activities that are likely to bring the reputation of
the Funded Activities or Council into disrepute; or
(e)
the Grant Recipient provides the
Council with any materially misleading or inaccurate information;
or
(f)
the Council determines (acting
reasonably) that any of the Grant Recipient’s directors or
employees has acted dishonestly or negligently at any time during
the term of this Agreement and to the detriment of the Council, or
has taken any actions which unfairly bring or are likely to
unfairly bring the Council (including its name or reputation) into
disrepute; or
(g)
the Grant Recipient transfers,
assigns or novates to any third party, or encumbers in any way, the
Grant without the consent of the Council; or
(h)
the Grant Recipient ceases to
operate for any reason (including through winding up, dissolution,
insolvency, bankruptcy, receivership, administration, liquidation)
or the Grant Recipient is unable to pay its debts as they fall due;
or
(i)
the Grant Recipient fails to repay
within the period specified in a recovery order any sum which has
become recoverable; or
(j)
the Grant Recipient continues with
an application for funding after being notified by Council that it
should cease to do, or the Grant Recipient fails to notify the
Council of the funding application under clause 5.10 or on the
Grant Recipient’s death or long-term professional incapacity
which in the sole opinion of the Council the Grant Recipient is
unable to continue the Agreement; or
(k)
there is a breach of any of the
following conditions clause 2.1 warranties, clause 2.2 or 2.3
undertakings, clause 3.4 establishment of Woodland, clause 4
transfer or clause 6.2 acceptable standards.
14.2.
The Grant Recipient may terminate
the Agreement at any time prior to the commencement of Tree
Planting by giving written notice to the Authorised
Representative.
14.3.
In the event of a change in policy
direction, this Agreement may be terminated by the Council with
immediate effect by notice in writing (such notice period as the
Council determines, at its absolute discretion, shall be reasonable
in all the circumstances.
15.
CONSEQUENCES OF EXPIRY OR
TERMINATION
15.1.
Expiry or termination of the
Agreement shall not affect any rights, remedies, obligations or
liabilities of the parties that have accrued up to the date of
expiry or termination which existed at or before the date of expiry
or termination.
15.2.
Expiry or termination of the
Agreement shall not affect the continuing rights and obligations of
the parties under clauses 7 (Repayment), 8 (Access to Documents and
Information), 9 (Site Visits), 10 (Maintenance of Accounts and
Records and Financial Management), 11 (Intellectual Property
Rights), 12 (Data and Information), 13 (Limitation of Liability),
14 (Termination), 17 (Severability), 19 (Waiver), 20 (Notices), 21
(Dispute Resolution), 25 (Publicity), 26 (Insurance), 27
(Entire Agreement), 28 (Third Party Rights), 30 (Governing
Law),
or any other provision in the Agreement which is
expressly stated to survive expiry or termination of the Agreement,
or which is required to give effect to such termination or expiry
or the consequences of such termination or expiry.
16.
VARIATION
16.1.
The Council reserves the right to
vary this Agreement at any time. Any variation shall
be affected in writing and notified
to the Grant Recipient in advance. The Council shall endeavour to
give such notice, which in the sole opinion of the Council, is
reasonable and proportionate, having regard to the nature of the
variation and its consequences for the Grant Recipient.
16.2.
The Grant Recipient may request a
variation to the Agreement by writing to the Council. The Council
may but shall not be obliged to vary the Agreement and such
decision shall be given in writing.
17.
SEVERABILITY
17.1.
If any term, condition or provision
of the Agreement is held to be invalid, unlawful or unenforceable
to any extent, such term, condition or provision shall not affect
the validity, legality and enforceability of the other provisions
or any other documents referred to in the Agreement.
18.
FORCE MAJEURE
18.1.
If the Grant Recipient is prevented
from complying with its obligations under the Agreement due to
force majeure or exceptional circumstances, the Authorised
Representative must be notified in writing, within twenty (20) days
from the date of prevention.
18.2.
Force majeure or exceptional
circumstances shall include:
(a)
a severe natural disaster gravely
affecting the Land.
(b)
an unforeseeable substantial farm
business catastrophe affecting the Land.
(c)
the unavailability of specific goods
to carry out the Project.
(d)
the placing of severe movement
restrictions for whatever reason.
(e)
an epizootic or a plant disease
affecting part or all of the Grant Recipient’s crops, trees
or livestock; or
(f)
expropriation of all or a large part
of the Land (provided that the expropriation could not have been
anticipated at the Commencement Date.)
18.3.
The Authorised Representative shall
consider the facts on a case-by-case basis in deciding whether the
Grant Recipient is relieved of all or part of its obligations under
the Agreement and whether all or part of the Grant shall be
suspended or repaid.
19.
WAIVER
19.1.
No failure or delay by either party
to exercise any right or remedy under the Agreement shall be
construed as a waiver of any other right or remedy.
20.
NOTICES
20.1.
All notices in relation to the
Agreement shall be in writing and shall be deemed to have been duly
given if personally delivered, electronically mailed, or mailed
(first class postage prepaid) using the address of the relevant
party as referred to above or otherwise notified in writing. It is
the Grant Recipient’s responsibility to notify the Council of
any changes to its contact details.
20.2.
If personally delivered or if
e-mailed, all such notices shall be deemed to have been given when
received (except that if received on a non-Working Day or after
5.00 pm on any Working Day they shall be deemed received on the
next Working Day), and if mailed all such notices shall be deemed
to have been given and received on the second Working Day following
such mailing.
21.
DISPUTE RESOLUTION
21.1.
In the event of any complaint or
dispute (which does not relate to the Council's right to withhold
funds or terminate) arising between the parties to this Agreement
in relation to this Agreement the matter should first be referred
for resolution to the Authorised Representative or any other
individual nominated by the Council from time to time. The parties
shall procure that their representatives, meet to consider the
dispute within fourteen (14) days of it being referred to
them.
21.2.
Should the complaint or dispute
remain unresolved within 28 days of the matter first being referred
to the Authorised Representative or other nominated individual, as
the case may be, either party may refer the matter to the Chief
Executive of the Council and the Chief Executive of the Recipient
with an instruction to attempt to resolve the dispute by agreement
within 28 days, or such other period as may be mutually agreed by
the Council and the Recipient.
21.3.
In the absence of agreement under
clause 21.2 the parties may seek to resolve the matter through
mediation under the CEDR Model Mediation Procedure (or such other
appropriate dispute resolution model as is agreed by both parties).
Unless otherwise agreed, the parties shall bear the costs and
expenses of the mediation equally.
21.4.
A mediator (“the
Mediator”) shall be chosen by agreement between the parties
or, if they are unable to agree upon a Mediator within ten (10)
Working Days, the mediator shall be nominated by the Centre for
Effective Dispute Resolution (“CEDR”) upon the
application of either party. The parties shall within ten
(10) Working Days of the appointment of the Mediator agree a
process for the exchange of all relevant information and the
structure to be adopted for the mediation.
21.5.
Unless otherwise agreed, all
negotiations connected with the dispute and any settlement
agreement relating to it shall be conducted in confidence and
without prejudice to the rights of the parties in any future
proceedings.
21.6.
If the parties fail to reach a
mediated or other settlement within thirty (30) Working Days of the
Mediator being appointed, or such longer period as may be agreed by
the parties, then any dispute or difference between them may be
referred to the Courts.
22.
NO PARTNERSHIP OR
AGENCY
22.1.
The Agreement shall not create any
partnership or joint venture between the Council and the Grant
Recipient, nor any relationship of principal and agent, nor
authorise any party to make or enter into any commitments for or on
behalf of the other party.
23.
SUBSIDY CONTROL
23.1.
The Programme is intended to support
the delivery of public goods associated with Woodland Creation and
is non-economic in nature. Where the provision of a Grant
under the Programme is considered a subsidy to the Grant Recipient
by the Council, or their Authorised Representatives, the Council
may require the Grant Recipient to show that the Grant is in line
with current Subsidy Control guidance. The Grant Recipient
may be required to demonstrate that the Grant provided does not
breach current Subsidy Control rules by a confirmatory legal letter
from a qualified solicitor. Guidance on Subsidy Control is
available from the Council.
24.
PROCUREMENT
24.1 The Grant Recipient
agrees that any services, supplies or works required in connection
with the delivery of the Project shall be procured in compliance
with either the Public Contracts Regulations 2015 or the Grant
Recipient’s own internal contract procedure rules and
standing orders (together known as the “Contract Procedure
Rules”). The
procurement of services, supplies or works shall always demonstrate
good value for money and the Grant Recipient shall
a.
where the Contract Procedure Rules
require, use all reasonable endeavours to obtain not less than
three tenders from potential suppliers or contractors.
b.
where the Contract Procedure Rules
require, select a supplier or contractor based on overall value for
money and suitable skill and experience.
c.
use a fair and documented
decision-making process in selecting suppliers or contractors and
considering of the need for public sector accountability and
probity.
d.
If a procurement process is not
possible, the Grant Recipient shall be required to demonstrate that
the costs of Funded Activities are in line with Programme
standards. In seeking to ensure good value for money the
Grant Recipient shall note that under this Programme the lowest
cost is not deemed to always represent the best value for
money.
25.
PUBLICITY
25.1.
The Grant Recipient shall not make
any press announcements or publicise this Agreement in any way
without the Council’s prior written approval and any
communications should only be made with the prior written agreement
of the White Rose Forest Communications Manager (such agreement and
consent not to be unreasonably refused or delayed).
25.2.
The Council shall be entitled to
publicise this Agreement in accordance with any legal obligation on
the Council, including pursuant to Freedom of Information Act 2000,
Environmental Information Regulations 2004 or to any examination of
the contract by an auditor, but where the Council does make such
publication then any such information shall be deemed to be in the
public domain and no longer subject to any confidentiality between
the parties and the Grant Recipient may make use of it without
obtaining the Council’s consent under clause 25.1
above.
26.
INSURANCE
26.1.
The Grant Recipient must consider
all possible risks involved in carrying out the Project and the
Funded Activities and take appropriate action to protect the public
and everyone involved. This shall include implementing health and
safety and fire safety advice and meeting any legal
obligations.
26.2.
The Grant Recipient shall maintain
adequate insurance including but not limited to public liability
insurance, and where applicable, employer’s liability
insurance to meet minimum statutory requirements. The Grant
Recipient shall promptly advise the Council with details of such
insurance cover on request. Minimum insurance requirements for the
Project and Funded Activities are:
a.
public liability insurance with a
limit of indemnity of not less than ten million pounds
(£10,000,000.00) in relation to any one claim or series of
claims arising from the Project; and
b.
employer’s liability Insurance
with a limit of indemnity of not less than ten million pounds
(£10,000,000.00) in relation to any one claim or series of
claims arising from the Project.
27.
ENTIRE AGREEMENT
27.1.
This Agreement (together
with all documents attached to or referred to within it)
constitutes the entire agreement and understanding
between the parties in relation to the Grant and
supersedes any previous agreement or understanding
between them in relation to such subject matter.
28.
THIRD PARTY RIGHTS
28.1.
This Agreement does not and is not
intended to confer any contractual benefit on any person who is not
a party to the Agreement.
29.
JOINT AND SEVERALLY
LIABLE
29.1.
Where the Grant Recipient is not a
company or an incorporated or associated entity with a distinct
legal personality of its own, any individuals who enter and sign
this Agreement on behalf of the Grant Recipient shall be jointly
and severally liable for the Grant Recipient's obligations and
liabilities arising under this Agreement.
30.
GOVERNING LAW
30.1.
The Agreement shall be governed by
and construed in accordance with the law of England and the parties
irrevocably submit to the exclusive jurisdiction of the English
courts.
