Terms and conditions for the supply of consultancy of services to the council under a purchase order

13.1 No delay, neglect or forbearance on the part of either party in enforcing against the other party any term or condition of the Contract shall either be, or be deemed to be, a waiver, or in any way prejudice any right of that party under this Contract.

13.2 This Contract (including the price stated in the PO and any document referred to in it) may not be varied except by an agreement in writing which expressly refers to the condition or stipulation in this Contract being varied, and how, and which is signed by the duly authorised representatives of the parties.

13.3 This Contract does not create a partnership between the Council and the Consultant or make one of the parties the agent of the other for any purpose.

13.4 The parties shall attempt, in good faith, to negotiate a settlement to any dispute arising out of, or in connection with, this Contract. In the event a settlement cannot be reached within one (1) month of the dispute arising, the parties may exercise any remedy they have available under applicable law.

13.5 The Consultant shall not sub-contract, assign, or transfer this Contract, or the benefit of it, to any third party, except with the written consent of the Council.

13.6 The Consultant shall comply with all statutes, orders, regulations or bye-laws applicable to the performance of this Contract, and shall indemnify, and keep indemnified, the Council, against any losses, claims, liabilities, expenses, proceedings or otherwise, as a result of the Consultant’s non-compliance with the same.

13.7 Any notification by either party to the other under the Contract shall be in writing and addressed to that party at its registered office (if a company), or its principal place of business (in any other case) and shall be delivered personally, sent by pre-paid first-class post, commercial courier, or email. All such notices shall be deemed to have been received:

• on the day of delivery, if sent by pre-paid first-class post
• on the date and time a receipt is signed, if sent by commercial courier
• immediately when notice is transmitted, if sent by email