Despite being implied, contracting authorities may want to ensure the following obligations are expressly included so all parties have a clear understanding of the payment obligations.

• payment to be made within 30 days of a valid and undisputed invoice being received (or if later, the day on which the sums first become due in accordance with the invoice);
• the supplier to be notified without undue delay if the invoice is considered invalid or sums are disputed; and
• invoices to include minimum information to be valid (such as the name of the invoicing party, description of the goods, services or works supplied, sums requested and a unique ID number (such as a PO number).

Where the public contract exceeds £5million (inclusive of VAT) contracting authorities must publish an assessment of performance on the three KPIs most material to the performance of the contract obligations at least once every 12 months during the lifetime of the contract and on termination. 

Consider setting out a process in which performance ratings are agreed prior to publishing / how disputes relating to performance ratings will be dealt with.

Consider including an obligation on suppliers to enter into a legally binding arrangement with a sub-contractor where:

• the contracting authority as a condition of awarding a contract required the supplier to sub-contract works/services/goods to another supplier; or
• the supplier indicated to the contracting authority that it intends to sub-contract all or part of a public contract to another supplier and relied on that other supplier to satisfy the conditions of participation.

Consider also including express termination rights should the supplier/contractor fail to enter into such sub-contract. 

The same implied payment terms mentioned earlier apply to sub-contracts, so contracting authorities may want to expressly include these obligations to ensure the obligations flow down. 

Despite being implied, contracting authorities may want to ensure the following termination grounds are expressly included:

• the contract was awarded or modified in material breach of the PA 23 (or the regulations made under it);
• a supplier has, since the award of the contract, become an excluded or excludable supplier (including by reference to an associated person);
• a supplier (other than an associated person) to which the supplier is sub-contracting the performance of all or part of the public contract is an excluded or excludable supplier.

Contracting authorities must take all reasonable steps to identify, and keep under review, any actual or potential conflicts of interests as well as keeping conflict assessments under review.

Consider including an obligation on suppliers to notify them of a conflict of interest and to provide information to enable a revised conflict assessment.

Contracting authorities must publish a copy of the contract where the estimated contract value is over £5million (inclusive of VAT). This must be published within 90 days of the contract being entered into or modified. 

Consider including an obligation on suppliers/contractors to specify what, if any, commercially sensitive information needs to be redacted prior to publication, the reasons why and what the overriding public interest is.