Here you can find our procurement standard terms and conditions for purchase orders. Download it here.

1. Supply of goods or services

1.1 The Supplier will as and when requested by Teacher Support Network and its associated charities, hereinafter referred to as 'the Client' supply the goods or services, hereinafter referred to as 'the services' specified in the Purchase Order and any accompanying specification upon the terms and conditions below.

1.2 The Contract Manager shall be named on the Purchase Order. Any changes to the specification must be agreed in writing with the Contract Manager. Changes to these standard terms and conditions may only be agreed by the Contract Manager with the express authorisation of the Chief Executive of Teacher Support Network or a senior member of staff with delegated authority to agree such changes.

2. Supplier's obligations

2.1 The Supplier will provide the services promptly with reasonable skill and care and to the best of his/her ability.

2.2 The Supplier shall do nothing to bring the name or reputation of the Client into disrepute in any manner whatsoever, and shall obtain the written consent of the Client before using its name, logos or brand names.

2.3 The Supplier shall keep proper records of all matters in a clear and legible form. The Supplier hereby grants to the Client at any time during office hours on not less than 24 hours written notice (save in the case of emergencies) all access necessary to inspect any records or other items held by the Supplier which relate to this agreement. The Client may make such copies of such documents and records as it thinks fit at reasonable expense.

3. Meetings, reports and communication

3.1 The Supplier and the Client will hold regular meetings and the Supplier will provide regular reports and other communications as detailed on the Purchase Order or specification. The purpose of such communications will be for the Supplier to report progress and discuss future plans and for the Client to review the Supplier's performance.

4. Fees and expenses

4.1 The Client shall pay the Supplier a fee as detailed on the Purchase Order for work done in providing the services, which shall be invoiced when the services have been delivered to the required specification or by stage payments at monthly or other intervals as detailed on the Purchase Order.

4.2 Payment shall be due within 30 days of receipt of invoice.

5. Confidential information

5.1 The Supplier will keep secret and not disclose or permit to be disclosed to any person or make use of or permit to be made use of any confidential information relating to the Client or any of its dealings including (without limitation) business plans, budgets, finances and proposed future activities. This obligation will remain in force following termination of this Agreement for any reason.

5.2 The obligations contained in this clause 5 will not apply to information which:

5.2.1 comes into the public domain otherwise than due to a breach of the Supplier's obligations; or

5.2.2 the Supplier can prove was in his/her possession free of restriction at the time this Agreement was entered into; or

5.2.3 comes into the possession of the Supplier from a third party without involving any breach of obligation to the Client.

6. Copyright and Data Protection

6.1 The copyright and all other intellectual property rights in any work produced or supplied by the Supplier for or to the Client shall belong to the Client absolutely and the Supplier hereby waives any moral rights or any other rights which it may have in such work and will, at the expense of the Client, take such steps to vest such rights in the Client or enforce them on behalf of the Client as the Client shall require. The obligations contained in this clause shall remain in force following termination of this Agreement for any reason.

6.2 All artwork and hard copy of such copyright material shall be handed over by Supplier to the Client within 14 days of the termination of this Agreement and at any time on the request of the Client during the currency of this Agreement.

6.3 Any data processed by the Supplier in relation to the provision of the services shall be owned by the Client, and the Supplier shall only process such data:

6.3.1 in accordance with the Client's instructions;

6.3.2 in compliance with the Data Protection Principles in the Data Protection Act 1998;

6.3.3 using security measures to safeguard the data that are at least as rigorous as those applied by the Client.

6.4 The Supplier irrevocably appoints the Client to be its attorney or agent in its name and on its behalf to do all such acts and things and to sign all such deeds and documents as may be necessary in order to give the Client the full benefit of the provisions of this Agreement and in particular but without limitation the Supplier agrees that with respect to any third party a certificate signed by any duly authorised officer of the Client that any act or thing or deed or document falls within the authority hereby conferred shall be conclusive evidence that that is the case.

6.5 The Supplier warrants and represents to the Client that any copyright works or documents created by it pursuant to this Agreement or by its personnel or sub-contractors will not infringe the intellectual property rights of any third party whatsoever.

7. Term and termination

7.1 This Agreement will be for the term specified on the Purchase Order terminated by either party on the expiry of 30 days' notice in writing given to the other at any time.

7.2 The Client will be under no obligation to make and the Supplier shall be under no obligation to accept any offer of work after the contract period.

7.3 Without prejudice to other remedies the Client may terminate this Agreement immediately upon service of written notice upon the Supplier to that effect if:

7.3.1 the Supplier commits any material breach of any of the terms of this Agreement;

7.3.2 the Supplier fails or refuses after being served with written warning to provide the services in a manner and at a time reasonably required by the Client;

7.3.3 the Supplier is found guilty of gross misconduct or conduct which might be prejudicial to the interest of the Client;

7.3.4 a resolution is passed for the voluntary or compulsory liquidation of the Supplier or a Receiver is appointed over all or part of its business or being an individual has a bankruptcy petition presented against him or her.

7.4 Notwithstanding termination of this Agreement, Clauses 4 and 5 shall survive termination.

8. Restrictions

8.1 The Supplier shall not, without prior authority from the Client, pledge the Client's credit or commit the client to any financial obligation or series of financial obligations.

9. Indemnity

9.1 The Supplier agrees to indemnify the Client in respect of any costs, claims, loss or liability whatsoever suffered by the Client (including reasonable legal costs and disbursements) as a result of any breach by Supplier of any of the terms of this Agreement.

10. Status of supplier

10.1 No terms in this contract (express or implied) shall be taken to give rise to a contract of employment

11. Taxation

11.1 The Supplier is responsible for taxation, national insurance and similar liabilities or contributions in respect of the fee and the Supplier will indemnify the Client against all liability for the same and any costs, claims or expenses relating thereto including (without limitation) interest and penalties.

12. General

12.1 The Supplier agrees that for the duration of this Agreement it shall not undertake any work of a similar nature for any Client which operates in the same or similar fields of activity as the Client, where any conflict of interest may arise, or may be perceived to arise, without the explicit written permission of the Client.

12.2 This Agreement shall be governed by and construed in accordance with the laws of England and Wales, or, where the contract is with Teacher Support Scotland, by the laws of Scotland.

12.3 Neither party shall be liable for any breach of any term of this Agreement which is the result of any cause beyond the reasonable control of the party in breach.

12.4 Any notice may be served by either party upon the other by sending it by post in a pre-paid recorded delivery or registered post or by telex or facsimile transmission addressed to such other party at its address above and any notice so sent shall be deemed to have been received within 72 hours of posting or 24 hours if sent by telex or facsimile transmission to the correct number of the addressee.

Attached file(s):
• Standard Terms and Conditions