Common use of Record Keeping and Reporting Clause in Contracts

Record Keeping and Reporting. 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 During an Audit, the Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) tell the Buyer and give reasons; (b) propose corrective action; and (c) provide a deadline for completing the corrective action. 7.7 If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach (or on such date as the Buyer notifies). 7.8 If there is a material default, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material default. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. ‌ 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 The Buyer or an auditor can Audit the Supplier. 7.5 During an Audit, the Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 7.6 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Material Breach by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 7.7 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) 7.7.1 tell the Buyer and give reasons; (b) 7.7.2 propose corrective action; and (c) 7.7.3 provide a deadline for completing the corrective action. 7.7 7.8 If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) 7.8.1 require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) 7.8.2 if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach Material Breach (or on such date as the Buyer notifies).) and the consequences of termination in Clause 11.5.1 shall apply.‌ 7.8 7.9 If there is a material defaultMaterial Breach, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material defaultMaterial Breach. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 The Buyer or an auditor can Audit the Supplier. 7.5 During an Audit, the Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 7.6 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Material Breach by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 7.7 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) 7.7.1 tell the Buyer and give reasons; (b) 7.7.2 propose corrective action; and (c) 7.7.3 provide a deadline for completing the corrective action. 7.7 7.8 If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) 7.8.1 require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) 7.8.2 if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach Material Breach (or on such date as the Buyer notifies)) and the consequences of termination in Clause 11.5.1 shall apply. 7.8 7.9 If there is a material defaultMaterial Breach, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material defaultMaterial Breach. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 . The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 . The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 . The Buyer or an auditor can Audit the Supplier. During an Audit, the Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 . The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Material Breach by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 . If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) : tell the Buyer and give reasons; (b) ; propose corrective action; and (c) and provide a deadline for completing the corrective action. 7.7 . If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) : require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) and if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach Material Breach (or on such date as the Buyer notifies). 7.8 ) and the consequences of termination in Clause 0 shall apply. If there is a material defaultMaterial Breach, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material defaultMaterial Breach. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost. The Supplier Staff involved in the performance of the Contract must: be appropriately trained and qualified; be vetted in accordance with the Staff Vetting Procedures; and comply with all conduct requirements when on the Buyer's premises. Where the Buyer decides one of the Supplier's Staff isn’t suitable to work on the Contract, the Supplier must replace them with a suitably qualified alternative. The Supplier must provide a list of Supplier Staff needing to access the Buyer's premises and say why access is required. The Supplier indemnifies the Buyer against all claims brought by any person employed or engaged by the Supplier caused by an act or omission of the Supplier or any Supplier Staff. The Buyer indemnifies the Supplier against all claims brought by any person employed or engaged by the Buyer caused by an act or omission of the Buyer or any of the Buyer’s employees, agents, consultants and contractors. The Supplier shall use those persons nominated (if any) as Key Staff in the Order Form or otherwise notified as such by the Buyer to the Supplier in writing, following agreement to the same by the Supplier to provide the Deliverables and shall not remove or replace any of them unless: requested to do so by the Buyer or the Buyer approves such removal or replacement (not to be unreasonably withheld or delayed); the person concerned resigns, retires or dies or is on parental or long-term sick leave; or the person's employment or contractual arrangement with the Supplier or any Subcontractor is terminated for material breach of contract by the employee. The Supplier shall ensure that no person who discloses that they have a conviction that is relevant to the nature of the Contract, relevant to the work of the Buyer, or is of a type otherwise advised by the Buyer (each such conviction a “Relevant Conviction”), or is found by the Supplier to have a Relevant Conviction (whether as a result of a police check, a disclosure and barring service check or otherwise) is employed or engaged in the provision of any part of the Deliverables.

Record Keeping and Reporting. 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 . The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 . The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 . The Buyer or an auditor can Audit the Supplier. During an Audit, the Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 . The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Material Breach by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 . If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) : tell the Buyer and give reasons; (b) ; propose corrective action; and (c) and provide a deadline for completing the corrective action. 7.7 . If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) : require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) and if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach Material Breach (or on such date as the Buyer notifies). 7.8 ) and the consequences of termination in Clause 11.5.1 shall apply. If there is a material defaultMaterial Breach, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material defaultMaterial Breach. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost. The Supplier Staff involved in the performance of the Contract must: be appropriately trained and qualified; be vetted in accordance with the Staff Vetting Procedures; and comply with all conduct requirements when on the Buyer's premises. Where the Buyer decides one of the Supplier's Staff isn’t suitable to work on the Contract, the Supplier must replace them with a suitably qualified alternative. The Supplier must provide a list of Supplier Staff needing to access the Buyer's premises and say why access is required. The Supplier indemnifies the Buyer against all claims brought by any person employed or engaged by the Supplier caused by an act or omission of the Supplier or any Supplier Staff. The Buyer indemnifies the Supplier against all claims brought by any person employed or engaged by the Buyer caused by an act or omission of the Buyer or any of the Buyer’s employees, agents, consultants and contractors. The Supplier shall use those persons nominated (if any) as Key Staff in the Order Form or otherwise notified as such by the Buyer to the Supplier in writing, following agreement to the same by the Supplier to provide the Deliverables and shall not remove or replace any of them unless: requested to do so by the Buyer or the Buyer approves such removal or replacement (not to be unreasonably withheld or delayed); the person concerned resigns, retires or dies or is on parental or long-term sick leave; or the person's employment or contractual arrangement with the Supplier or any Subcontractor is terminated for material breach of contract by the employee. The Supplier shall ensure that no person who discloses that they have a conviction that is relevant to the nature of the Contract, relevant to the work of the Buyer, or is of a type otherwise advised by the Buyer (each such conviction a “Relevant Conviction”), or is found by the Supplier to have a Relevant Conviction (whether as a result of a police check, a disclosure and barring service check or otherwise) is employed or engaged in the provision of any part of the Deliverables.

Record Keeping and Reporting. 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 During an Audit, the Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) tell the Buyer and give reasons; (b) propose corrective action; and (c) provide a deadline for completing the corrective action. 7.7 If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer The Short Form Contract – version 1.3 24 and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach (or on such date as the Buyer notifies). 7.8 If there is a material default, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material default. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 The Buyer or an auditor can Audit the Supplier. 7.5 During an Audit, the Supplier must provide information to the auditor and reasonable co-co- operation at their request. 7.5 7.6 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Material Breach by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 7.7 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) 7.7.1 tell the Buyer and give reasons; (b) 7.7.2 propose corrective action; and (c) 7.7.3 provide a deadline for completing the corrective action. 7.7 7.8 If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) 7.8.1 require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) 7.8.2 if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach Material Breach (or on such date as the Buyer notifies)) and the consequences of termination in Clause 11.5.1 shall apply. 7.8 7.9 If there is a material defaultMaterial Breach, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material defaultMaterial Breach. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. 7.1 The Supplier must ensure that suitably qualified (and authorised) representatives attend progress meetings with the Buyer Authority and provide progress reports when specified in the Order FormAnnex 2. 7.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 seven years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requiresContract. 7.3 The Supplier must allow any auditor appointed by the Buyer Authority access to its their premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Auditaudit. 7.4 During an Audit, the The Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) tell the Buyer Authority and give reasons; (b) propose corrective action; and; (c) provide agree a deadline with the Authority for completing the corrective action. 7.7 7.6 If the BuyerAuthority, acting reasonably, is concerned either: (a) as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract Contract; or (b) as to the sustainability or health and safety conduct of the Supplier, subcontractors and supply chain in the performance of the Contract; then the Buyer Authority may: (ai) require that the Supplier provide to the Buyer Authority (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract (in the case of (a)) or improve its sustainability conduct or performance (in the case of (b)) and the Supplier will make changes to such plan as reasonably required by the Buyer Authority and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer Authority on demand; and (bii) if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer Authority or materially fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach (or on such date as the Buyer Authority notifies). 7.8 If there is a material default, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material default. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. 7.1 6.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in any Schedule and/or the Order FormContract Order. 7.2 6.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with in respect of the Contract during the Contract Period and for 7 years after the date of expiry or termination of the Contract thereafter and in accordance with the UK GDPR or Data Protection Legislation, including the EU GDPR as records and accounts which the context requiresBuyer has a right to Audit. 7.3 6.3 If the Supplier becomes aware of an event that has occurred or is likely to occur in the future which will have a material effect on the Charges then the Supplier must notify the Buyer in writing as soon as practicable setting out the actual or anticipated effect of the event. 6.4 The Supplier must allow any auditor appointed by the Buyer access to its their premises and the Buyer will use reasonable endeavours to verify all contract accounts and records of everything to do ensure that any such auditor: 6.4.1 complies with the Contract and provide copies for Supplier’s operating procedures; and 6.4.2 does not unreasonably disrupt the AuditSupplier or its provision of the Deliverables. 7.4 6.5 During an Audit, the Supplier must provide information to the auditor appointed by the Buyer and reasonable co-operation at their request, including access to: 6.5.1 all information within the permitted scope of the Audit; 6.5.2 any Sites, equipment and the Supplier’s ICT system used in the performance of the Contract; and 6.5.3 the Supplier Staff. 7.5 6.6 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Default by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 6.7 The Supplier must comply with the Buyer’s reasonable instructions following an Audit, including: 6.7.1 correcting any identified Default; and 6.7.2 repaying any Charges that the Buyer has overpaid. 6.8 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) 6.8.1 tell the Buyer and give reasons; (b) 6.8.2 propose corrective action; and (c) 6.8.3 provide a deadline for completing the corrective action. 7.7 If 6.9 Except where an Audit is imposed on the BuyerBuyer by a regulatory body or where the Buyer has reasonable grounds for believing that the Supplier has not complied with its obligations under this Contract and/or any Contract Order(s), acting reasonably, is concerned as to the financial stability Buyer may not conduct an Audit of the Supplier such that it may impact more than twice in any consecutive period of twelve (12) months commencing on the continued performance of the Contract then the Buyer may: (a) require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) if the Supplier fails to provide a plan Start Date or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach (or on such date as the Buyer notifies)each anniversary thereof. 7.8 If there is a material default, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material default. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. 7.1 10.1. The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 10.2. The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 10.3. The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 10.4. The Buyer or an auditor can Audit the Supplier. 10.5. During an Audit, the Supplier must provide information to the auditor and reasonable co-co- operation at their request. 7.5 10.6. The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Material Breach by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 10.7. If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) 10.7.1. tell the Buyer and give reasons; (b) 10.7.2. propose corrective action; and (c) 10.7.3. provide a deadline for completing the corrective action. 7.7 10.8. If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the : Contract immediately for material breach Material Breach (or on such date as the Buyer notifies)) and the consequences of termination in Clause 28 shall apply. 7.8 10.9. If there is a material defaultMaterial Breach, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material defaultMaterial Breach. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. 7.1 6.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in any Schedule and/or the Order FormContract Order. 7.2 6.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with in respect of the Contract during the Contract Period and for 7 years after the date of expiry or termination of the Contract thereafter and in accordance with the UK GDPR or Data Protection Legislation, including the EU GDPR as records and accounts which the context requiresBuyer has a right to Audit. 7.3 6.3 If the Supplier becomes aware of an event that has occurred or is likely to occur in the future which will have a material effect on the Charges then the Supplier must notify the Buyer in writing as soon as practicable setting out the actual or anticipated effect of the event. 6.4 The Supplier must allow any auditor appointed by the Buyer access to its their premises and the Buyer will use reasonable endeavours to verify all contract accounts and records of everything to do ensure that any such auditor: 6.4.1 complies with the Contract and provide copies for Supplier’s operating procedures; and 6.4.2 does not unreasonably disrupt the AuditSupplier or its provision of the Deliverables. 7.4 6.5 During an Audit, the Supplier must provide information to the auditor appointed by the Buyer and reasonable co-operation at their request, including access to: 6.5.1 all information within the permitted scope of the Audit; 6.5.2 any Sites, equipment and the Supplier’s ICT system used in the performance of the Contract; and 6.5.3 the Supplier Staff. 7.5 6.6 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Default by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 6.7 The Supplier must comply with the Buyer’s reasonable instructions following an Audit, including: 6.7.1 correcting any identified Default; 6.7.2 repaying any Charges that the Buyer has overpaid. 6.8 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) 6.8.1 tell the Buyer and give reasons; (b) 6.8.2 propose corrective action; and (c) 6.8.3 provide a deadline for completing the corrective action. 7.7 If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach (or on such date as the Buyer notifies). 7.8 If there is a material default, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material default. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. ‌ 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 The Buyer or an auditor can Audit the Supplier. 7.5 During an Audit, the Supplier must provide information to the auditor and reasonable co-co- operation at their request. 7.5 7.6 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Material Breach by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 7.7 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) 7.7.1 tell the Buyer and give reasons; (b) 7.7.2 propose corrective action; and (c) 7.7.3 provide a deadline for completing the corrective action. 7.7 7.8 If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) 7.8.1 require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) 7.8.2 if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach Material Breach (or on such date as the Buyer notifies).) and the consequences of termination in Clause 11.5.1 shall apply.‌ 7.8 7.9 If there is a material defaultMaterial Breach, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material defaultMaterial Breach. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. ‌ 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form.Form.‌ 7.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 The Buyer or an auditor can Audit the Supplier. 7.5 During an Audit, the Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 7.6 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material Material Breachmaterial default by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 7.7 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) 7.7.1 tell the Buyer and give reasons; (b) 7.7.2 propose corrective action; and (c) 7.7.3 provide a deadline for completing the corrective action. 7.7 7.8 If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) 7.8.1 require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) 7.8.2 if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material Material Breachmaterial breach (or on such date as the Buyer notifies).) and the consequences of termination in Clause 11.5.1 shall apply.‌ 7.8 7.9 If there is a material Material Breachmaterial default, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material Material Breachmaterial default. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 seven years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires.GDPR.‌ 7.3 The Supplier must allow any auditor Auditor appointed by the Buyer reasonable access to its their premises during normal office hours to verify all contract accounts and records of everything to do with the Contract and provide copies for the Auditcarry out an audit. 7.4 During an Audit, the The Supplier must provide information to the auditor Auditor and provide reasonable co-operation at their request. 7.5 The Parties will bear their own costs when an Audit is undertaken unless Buyer, acting by itself or through its Auditor, shall have the Audit identifies right during the Term and for a material default period of 18 months thereafter, to assess compliance by the Supplier and/or its Key Sub-contractors with the Supplier’s obligations under the Contract, in which case shall include, but not be limited to, verifying the accuracy, integrity and content of any financial report, reviewing any books of account and reviewing the internal management accounts kept by the Supplier will repay the Buyer's reasonable costs in connection with the AuditContract. 7.6 If an audit undertaken pursuant to clause 7.5 identified that:‌ (a) the Supplier has failed to perform its obligations under the Contract, the Buyer may (without prejudice to any other rights and remedies the Buyer may have) require the Supplier to prepare a remedial plan for the Buyer’s approval. When the Buyer receives a requested remedial plan (or revised remedial plan), it can either (a) reject the remedial plan (or revised remedial plan) giving reasons, or (b) accept the remedial plan (or revised remedial plan) and the Supplier must immediately implement the remedial plan at its own cost, unless agreed otherwise by the Parties; and/or‌ (b) the Buyer has overpaid any Charges, the Supplier shall pay the Buyer (i) the amount overpaid within 30 days and (ii) interest on the amount overpaid at the applicable rate under the Late Payment of Commercial Debts (Interest) Act 1998, accruing on a daily basis from the date of overpayment by the Buyer up to the date of repayment by the Supplier. 7.7 Without prejudice to any other rights which the Buyer may have under the Contract, where the remedial plan (or revised remedial plan) is rejected by the Buyer pursuant to clause 7.6(a), the Buyer may request that the Supplier provides a revised remedial plan within 5 Working Days and the Buyer shall consider the revised remedial plan in accordance with clause 7.6(a). 7.8 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) tell the Buyer and give reasons; (b) propose corrective action; and (c) provide a deadline for completing the corrective action. 7.7 7.9 If the Supplier or any of its Key Sub-contractors experience, or suspect that it may experience, any financial instability which is likely to have an impact on the Supplier or its Key Sub-contractors’ ability to perform the obligations under the Contract, the Supplier shall promptly notify the Buyer in writing of: (a) The risk or potential risk of financial instability, and details thereof; and (i) The steps, if any, the Supplier plans to take to mitigate the risk of financial instability; or (ii) The reasons why, the Supplier believes no steps need to be taken by the Supplier to mitigate the risk of financial instability. 7.10 If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract (and the Supplier will make changes to such plan as reasonably required by the Buyer Buyer) and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on its progress with the plan on demand; and; (b) if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach (or on such another date as to be determined by the Buyer notifiesBuyer). 7.8 If there is a material default, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material default. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. 7.1 ‌ The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 . The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 . The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 . The Buyer or an auditor can Audit the Supplier. During an Audit, the Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 . The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Material Breach by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 . If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) : tell the Buyer and give reasons; (b) reasons;‌ propose corrective action; and (c) and provide a deadline for completing the corrective action. 7.7 . If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) : require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) and if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach Material Breach (or on such date as the Buyer notifies). 7.8 ) and the consequences of termination in Clause 11.5.1 shall apply.‌ If there is a material defaultMaterial Breach, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material defaultMaterial Breach. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost. SUPPLIER STAFF‌ The Supplier Staff involved in the performance of the Contract must: be appropriately trained and qualified;‌ be vetted in accordance with the Staff Vetting Procedures; and comply with all conduct requirements when on the Buyer's premises.‌ Where the Buyer decides one of the Supplier's Staff isn’t suitable to work on the Contract, the Supplier must replace them with a suitably qualified alternative. The Supplier must provide a list of Supplier Staff needing to access the Buyer's premises and say why access is required. The Supplier indemnifies the Buyer against all claims brought by any person employed or engaged by the Supplier caused by an act or omission of the Supplier or any Supplier Staff.‌ The Buyer indemnifies the Supplier against all claims brought by any person employed or engaged by the Buyer caused by an act or omission of the Buyer or any of the Buyer’s employees, agents, consultants and contractors.‌ The Supplier shall use those persons nominated (if any) as Key Staff in the Order Form or otherwise notified as such by the Buyer to the Supplier in writing, following agreement to the same by the Supplier to provide the Deliverables and shall not remove or replace any of them unless: requested to do so by the Buyer or the Buyer approves such removal or replacement (not to be unreasonably withheld or delayed); the person concerned resigns, retires or dies or is on parental or long-term sick leave; or the person's employment or contractual arrangement with the Supplier or any Subcontractor is terminated for material breach of contract by the employee. The Supplier shall ensure that no person who discloses that they have a conviction that is relevant to the nature of the Contract, relevant to the work of the Buyer, or is of a type otherwise advised by the Buyer (each such conviction a “Relevant Conviction”), or is found by the Supplier to have a Relevant Conviction (whether as a result of a police check, a disclosure and barring service check or otherwise) is employed or engaged in the provision of any part of the Deliverables.

Record Keeping and Reporting. 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 During an Audit, the Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) tell the Buyer and give reasons; (b) propose corrective action; and (c) provide a deadline for completing the corrective action.. UKHSA Short Form Contract 7.7 If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach (or on such date as the Buyer notifies). 7.8 If there is a material default, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material default. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. 7.1 6.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Formany Schedule. 7.2 6.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with in respect of the Contract during the Contract Period and for 7 years after the date of expiry or termination of the Contract thereafter and in accordance with the UK GDPR or Data Protection Legislation, including the EU GDPR as records and accounts which the context requiresBuyer has a right to Audit. 7.3 6.3 If the Supplier becomes aware of an event that has occurred or is likely to occur in the future which will have a material effect on the Charges then the Supplier must notify the Buyer in writing as soon as practicable setting out the actual or anticipated effect of the event. 6.4 The Supplier must allow any auditor appointed by the Buyer access to its their premises and the Buyer will use reasonable endeavours to verify all contract accounts and records of everything to do ensure that any such auditor: 6.4.1 complies with the Contract and provide copies for Supplier’s operating procedures; and 6.4.2 does not unreasonably disrupt the AuditSupplier or its provision of the Deliverables. 7.4 6.5 During an Audit, the Supplier must provide information to the auditor appointed by the Buyer and reasonable co-operation at their request, including access to: 6.5.1 all information within the permitted scope of the Audit; 6.5.2 any Sites, equipment and the Supplier’s ICT system used in the performance of the Contract; and 6.5.3 the Supplier Staff. 7.5 6.6 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Default by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 6.7 The Supplier must comply with the Buyer’s reasonable instructions following an Audit, including: 6.7.1 correcting any identified Default; and 6.7.2 repaying any Charges that the Buyer has overpaid. 6.8 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) 6.8.1 tell the Buyer and give reasons; (b) 6.8.2 propose corrective action; and (c) 6.8.3 provide a deadline for completing the corrective action. 7.7 If 6.9 Except where an Audit is imposed on the BuyerBuyer by a regulatory body or where the Buyer has reasonable grounds for believing that the Supplier has not complied with its obligations under this Contract, acting reasonably, is concerned as to the financial stability Buyer may not conduct an Audit of the Supplier such that it may impact more than twice in any consecutive period of twelve (12) months commencing on the continued performance of the Contract then the Buyer may: (a) require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) if the Supplier fails to provide a plan Start Date or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach (or on such date as the Buyer notifies)each anniversary thereof. 7.8 If there is a material default, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material default. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. 7.1 ‌ 6.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 6.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 6.3 The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 6.4 The Buyer or an auditor can Audit the Supplier. 6.5 During an Audit, the Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 6.6 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Material Breach by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 6.7 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) 6.7.1 tell the Buyer and give reasons; (b) 6.7.2 propose corrective action; and (c) 6.7.3 provide a deadline for completing the corrective action. 7.7 6.8 If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) 6.8.1 require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) 6.8.2 if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach Material Breach (or on such date as the Buyer notifies).) and the consequences of termination in Clause 10.5.1 shall apply.‌ 7.8 6.9 If there is a material defaultMaterial Breach, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material defaultMaterial Breach. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 . The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 . The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 . The Buyer or an auditor can Audit the Supplier. During an Audit, the Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 . The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Material Breach by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 . If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) : tell the Buyer and give reasons; (b) ; propose corrective action; and (c) and provide a deadline for completing the corrective action. 7.7 . If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) : require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) and if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach Material Breach (or on such date as the Buyer notifies). 7.8 ) and the consequences of termination in Clause 0 shall apply. If there is a material defaultMaterial Breach, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material defaultMaterial Breach. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost. The Supplier Staff involved in the performance of the Contract must: be appropriately trained and qualified; be vetted in accordance with the Staff Vetting Procedures; and comply with all conduct requirements when on the Buyer's premises. Where the Buyer decides one of the Supplier's Staff isn’t suitable to work on the Contract, the Supplier must replace them with a suitably qualified alternative. The Supplier must provide a list of Supplier Staff needing to access the Buyer's premises and say why access is required. The Supplier shall use those persons nominated (if any) as Key Staff in the Order Form or otherwise notified as such by the Buyer to the Supplier in writing, following agreement to the same by the Supplier to provide the Deliverables and shall not remove or replace any of them unless: requested to do so by the Buyer or the Buyer approves such removal or replacement (not to be unreasonably withheld or delayed); the person concerned resigns, retires or dies or is on parental or long-term sick leave; or the person's employment or contractual arrangement with the Supplier or any Subcontractor is terminated for material breach of contract by the employee. The Supplier shall ensure that no person who discloses that they have a conviction that is relevant to the nature of the Contract, relevant to the work of the Buyer, or is of a type otherwise advised by the Buyer (each such conviction a “Relevant Conviction”), or is found by the Supplier to have a Relevant Conviction (whether as a result of a police check, a disclosure and barring service check or otherwise) is employed or engaged in the provision of any part of the Deliverables.

Record Keeping and Reporting. 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 The Buyer or an auditor can Audit the Supplier. 7.5 During an Audit, the Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 7.6 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Material Breach by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 7.7 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediatelypromptly: (a) 7.7.1 tell the Buyer and give reasons; (b) 7.7.2 propose corrective action; and (c) 7.7.3 provide a deadline for completing the corrective action. 7.7 7.8 If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) 7.8.1 require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) 7.8.2 if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach Material Breach (or on such date as the Buyer notifies)) and the consequences of termination in Clause 11.5.1 shall apply. 7.8 7.9 If there is a material defaultMaterial Breach, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material defaultMaterial Breach. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. ‌ 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form.. The progress reports will contain the following: project update summary (broken down by deliverable), progress against project timeline, next steps, risk table and RAG rating.‌ 7.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 The Buyer or an auditor can Audit the Supplier. 7.5 During an Audit, the Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 7.6 The Parties will bear their own costs when an Audit is undertaken unless the Audit identifies a material default Material Breach by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 7.7 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) 7.7.1 tell the Buyer and give reasons; (b) 7.7.2 propose corrective action; and (c) 7.7.3 provide a deadline for completing the corrective action. 7.7 7.8 If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) 7.8.1 require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) 7.8.2 if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach Material Breach (or on such date as the Buyer notifies).) and the consequences of termination in Clause 11.5.1 shall apply.‌ 7.8 7.9 If there is a material defaultMaterial Breach, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material defaultMaterial Breach. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.

Record Keeping and Reporting. 7.1 The Supplier must ensure that suitably qualified representatives attend progress meetings with the Buyer and provide progress reports when specified in the Order Form. 7.2 The Supplier must keep and maintain full and accurate records and accounts on everything to do with the Contract for 7 years after the date of expiry or termination of the Contract and in accordance with the UK GDPR or the EU GDPR as the context requires. 7.3 The Supplier must allow any auditor appointed by the Buyer access to its premises to verify all contract accounts and records of everything to do with the Contract and provide copies for the Audit. 7.4 The Buyer or an auditor can Audit the Supplier. 7.5 During an Audit, the Supplier must provide information to the auditor and reasonable co-operation at their request. 7.5 7.6 The Parties will bear their own costs when of an Audit is undertaken will be borne by the Buyer unless the Audit identifies a material default Material Breach by the Supplier, in which case the Supplier will repay the Buyer's reasonable costs in connection with the Audit. 7.6 7.7 If the Supplier is not providing any of the Deliverables, or is unable to provide them, it must immediately: (a) 7.7.1 tell the Buyer and give reasons; (b) 7.7.2 propose corrective action; and (c) 7.7.3 provide a deadline for completing the corrective action. 7.7 7.8 If the Buyer, acting reasonably, is concerned as to the financial stability of the Supplier such that it may impact on the continued performance of the Contract then the Buyer may: (a) 7.8.1 require that the Supplier provide to the Buyer (for its approval) a plan setting out how the Supplier will ensure continued performance of the Contract and the Supplier will make changes to such plan as reasonably required by the Buyer and once it is agreed then the Supplier shall act in accordance with such plan and report to the Buyer on demand; and (b) 7.8.2 if the Supplier fails to provide a plan or fails to agree any changes which are requested by the Buyer or fails to implement or provide updates on progress with the plan, terminate the Contract immediately for material breach Material Breach (or on such date as the Buyer notifies)) and the consequences of termination in Clause 11.5.1 shall apply. 7.8 7.9 If there is a material defaultMaterial Breach, the Supplier must notify the Buyer within 3 Working Days of the Supplier becoming aware of the material defaultMaterial Breach. The Buyer may request that the Supplier provide a Rectification Plan within 10 Working Days of the Buyer’s request alongside any additional documentation that the Buyer requires. Once such Rectification Plan is agreed between the Parties (without the Buyer limiting its rights) the Supplier must immediately start work on the actions in the Rectification Plan at its own cost.