Terms and Conditions guide

NICE Electronic & Print Content Framework Agreement –
Terms & Conditions Guide
Terms & Conditions
How it all fits together: http://www.evidence.nhs.uk/framework/nicefa/purchasingtoolkit/terms-conditions. Purchasers can also download T&C documents from this
The Supplementary Terms & Conditions – general
Content purchases through the NICE Framework can ONLY be made using the
Supplementary T&Cs and the relevant Schedule(s). These combined
documents are the contract and agreement between the purchaser and
appointed Framework Provider.
The Supplementary T&Cs do not need a signature in the document – this is
required in the Schedule which then forms the contract.
There are no negotiable sections or clauses in the Supplementary T&Cs. All
T&Cs have been agreed by the Providers in order to be appointed to the
Purchasers should observe clauses 4.7, 4.8 and 4.9 of the NICE Framework
T&Cs and the obligations agreed by all appointed Framework Providers with
NICE. This document constitutes is the contract between NICE and the
appointed Framework Providers. Purchasers do not need to use this
document as part of the local contract for purchasing. The NICE Framework
T&Cs are available at:
Only complete in the Supplementary T&Cs:
ANNEX ONE: Specification - These details would normally be completed at
Contract Signature stage. At ITQ stage you may not know who the contract will
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be awarded to e.g. in the case of a mini-competition between more than one
Annex Three: Pricing Schedule - complete at Contract Signature.
The Schedules – general guidance
What is the Schedule?
A contractual document between the purchaser and NICE Framework Provider
licensing, usage and supply Terms & Conditions (T&Cs) relevant to the content
being purchased. This includes standard Service Level Agreements (SLAs), Key
Performance Indicators (KPIs), reporting & monitoring requirements, technical
T&Cs written specifically to NHS requirements in order to ensure a standard
level of accountability from resource Providers and content publishers;
the Annex to the Supplementary Terms and Conditions of Contract. BOTH
documents MUST be used for purchasing through the NICE Framework
When is the Schedule used?
When any content resource is purchased through the NICE Framework
With the Supplementary Terms and Conditions of Contract document - the
Schedule is the Annex to this document. BOTH documents MUST be used
for purchasing.
10. When placing either a Direct Call Off Order or conducting a Mini-Competition
through the NICE Framework.
Which Schedule do I use?
11. The Schedules are specific to each category (Lot) of content resource available
to purchase from the NICE Framework.
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12. Electronic content resources (Lots 2, 4, 5 and 6) consist of two types of
Schedule – “Agent Supply” and “Direct Publisher Supply”.
13. “Agent Supply”:
use when the content purchased is supplied through an agent / intermediary
who is an appointed Provider on the NICE Framework;
have been constructed in two sections: (1) the “Schedule: Agent Supply” and (2)
the “Licence Agreement”, in order to ensure that accountability to purchasers
from both the agent / intermediary and the content publisher.
14. “Direct Publisher Supply”:
use when the content purchased is supplied directly from the content publisher
or an aggregator who is an appointed Provider on the NICE Framework.
15. The Provider Type Table (Electronic Content Only identifies whether a NICE
Framework Provider is Agent Supply or Direct Publisher Supply. Purchasers
should be aware that a Provider may fall into both supply categories. In
general, purchasers should use the “Direct Publisher Supply” Schedules
when the Provider is accountable for the technical infrastructure on which the
content or service is made available and accessed from by end users.
Provider Type Table (Electronic Content Only)
BMJ Publishing Group
Ingram Coutts
Agent Supply
eBooks (Lot 4)
eBooks (Lot 4)
eBooks (Lot 4)
eJournals (Lot 2)
eBooks (Lot 4)
Oxford University Press
eJournals (Lot 2)
eBooks (Lot 4)
Direct Publisher Supply
eBooks (Lot 4)
eBooks (Lot 4)
eJournals (Lot 2)
Aggregated Evidence Summaries
Resources (Lot 6)
eBooks (Lot 4)
eBooks (Lot 4)
Databases (Lot 5)
Aggregated Evidence Summaries
Resources (Lot 6)
eJournals (Lot 2)
eBooks (Lot 4)
eJournals (Lot 2)
eBooks (Lot 4)
Databases (Lot 5)
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Pharmaceutical Press
Databases (Lot 5)
Databases (Lot 5)
eJournals (Lot 2)
How do I complete the Schedule?
The following general guidance should always be applied when amending and
completing a Schedule:
Always read the “(1) Preamble” section within each Schedule.
2. Note that there are clauses within the Schedule with terms that are mandatory
and should not be altered if possible. However [bracketed] sections, clauses
or terms are negotiable dependent on purchasing requirements.
3. Consider all negotiable sections and clauses throughout the Schedule and
amend or delete as appropriate to requirements.
4. Always make any amendments, additions or revisions to the draft Schedule
as tracked changes in Microsoft Word. The Provider and / or publisher needs
to see any amendments in case they cannot sign up to the requirement – in
addition, amendments may have an impact on the final quotation received
from the Provider.
5. Where amendments have been made to the Schedule, purchasers should
carry out a final check on any references to clause or section numbers
throughout the Schedule, before sending the draft document to the Provider.
Clause and section numbers can change when amendments are made within
the document.
For example........if a section is deleted prior to the original Clause 13, the
SLAs section may be renumbered - the reference within the SLA definition as
below will therefore need to be changed.
means, Service Level Agreement(s), a formal
negotiated agreement between two Parties that sits
beneath the Schedule that records the common
understanding about the standards of Service or
Service objectives which the Provider is required to
achieve in the performance of the Schedule, details
of which are contained in Clause [13]
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6. Where SLAs have been amended or deleted in the Schedule, ensure that the
corresponding KPI is amended or deleted.
7. Once the draft Schedule has been agreed between the purchaser and
Provider all the tracked changes should be saved as a final version of the
document and sent to the Provider for contract signature.
Need Help?
Email the NICE Helpdesk at: contactus@evidence.nhs.uk
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