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This Management Process Description replacesMPD1206/1.1Copy Number Effective22/11/18Summary of Significant Changes Document revised to make it clearer and easier to follow. PolicyTo ensure contracting support for individual projects is managed in accordance with customer and NHSBT expectations whilst ensuring robust and accurate contract documentation. Please note MPD1247 must be followed for any contracting support for service level agreements.PurposeTo outline the key actions and responsibilities of stakeholders within a 5-stage contracting process. ResponsibilitiesAccounts ReceivableUndertake customer credit and background checks as required by the Service Representative.Consider impact of customer financial status on the project and make recommendations if necessary to ensure financial security and correct payment terms are in place. Assistant Director/Service HeadEnsure the Work Request Form falls within Directorate/Service and organisational objectives.Authorised Signatory Director of Finance or delegate as described within the Standing Financial Instructions.Contracts ManagerContract specialist who will prepare the contracts strategy, and undertake drafting and negotiation on behalf of NHSBTContracts TeamRecord and review completed FRM4825.Liaise with Service Representative to develop contracts strategy for each Project.Draft, review, negotiate, execute and record contractual documentation as required by the PMG.Management and distribution of Contract documentation and the Contracts Register.Sourcing of legal advice.Financial Management AccountantLiaise with Service Representative and Technical Lead to prepare appropriate costing, price lists and invoicing schedules for inclusion within contractual municate required financial information to PMG/SMT and Accounts Receivable. Gain Finance AD approval for costing and pricing to ensure recommendation to sign off contract is supported.Intellectual Property Specialist A Contracts Manager who is part of the Contracts Team and specialises in intellectual property. Technical LeadThe person with clinical and/or technical responsibility for conducting the Project at NHSBT, specifically responsible to ensuring technical viability and operational capacity of the proposed activity.Prospect Management Group (PMG) / Senior Management Team (SMT)Consider proposals based on the criteria for each Gateway and either approve, reject or in ambiguous cases defer for advice to DoF and sponsoring Director as appropriate.R&D Office Review work request forms for R&D individual projects and get approval from R&D Financial Management Accountant for finance information in work request form.Service Representative Request contracting support from the Contracts Team by completing FRM4825.Liaise with Finance Management Accountant to agree appropriate costing, price lists and invoicing schedules for inclusion within contractual documentation.Act as main point of contact for customer and Technical Lead Adhere to the process in this framework and provide the appropriate support and documentation required for each Gateway and PMG.DefinitionsContractWritten documentation formalising an agreement between parties which is executed to support an Individual Project undertaken by NHSBT.Contracts RegisterActive record of contracting support for Individual Projects in progress and executed by the Contracts Team.Contract TerminationProcess agreed in writing and signed by all parties to the original contract to end the contract earlier than anticipated. A contract can be terminated for a variety of reasons; however, the documentation will need to agree any outstanding actions including supply, reporting invoicing and payment requirements.Contract AmendmentAny change to the original terms or schedules of a contract including variation to prices or duration, to be agreed in writing by all parties to the original contract.DoFDirector of FinanceIndividual ProjectThe package of work to be undertaken by NHSBT at the request of a customer or collaborator. Prospect Management Group (PMG)The PMG or the equivalent forum within the SMT will screen, monitor and manage Individual Projects, where required, for new and present customers from initial identification of prospect through negotiation, contract execution and account management. The PMG or equivalent shall ensure that prospective opportunities are effectively evaluated, responded to and clear action plans developed with the Service Representative. The PMG or equivalent shall further ensure Individual Projects are resourced and completed within agreed timescales. Work Request FormForm to be completed by the Service Representative to request contracting support from the Contracts TeamApplicable DocumentsFRM4825 – Work Request Form MPD1036 – Progressing prospect/new work to contract IntroductionIn order for NHSBT to assess and manage both new and existing business opportunities a framework was established through the PMG and SMT to screen, monitor and manage Individual Projects from initial prospect identification through to production and/or delivery of service. For further detail, please refer to MPD1036 Progressing Prospect/New Work to Contract.The Contracts Team play an integral role in supporting the Individual Project by working in collaboration with the Service Representative, Technical Lead, PMG, SMT and other stakeholders to ensure timely, robust and accurate contractual documentation is in place between NHSBT and its customers.Why Is a Contract Necessary?A Contract will set out any liability NHSBT is willing to accept and shall establish who will own the results of the work and who has the right to use them. For Individual Projects, this includes setting out details of the work and responsibilities that NHSBT will undertake i.e. service specification whilst outlining any price, invoicing schedules, publication rights of any results, delivery and/or supplies arrangements. Commencement of the work of an Individual Project should not begin until a signed contract is in place, with any Contract Amendments arranged in a timely manner to ensure the contractual documentation accurately reflects NHSBT’s responsibilities within the Individual Project. Requesting Contracting SupportThe Service Representative is responsible for ensuring timely completion of the FRM4825 Work Request Form to meet the Individual Project timelines and engaging with the customer prior to the Contracts Team involvement within the Individual Project. The Contract Team will take all reasonable steps to resolve contractual issues as promptly as possible. Once the Individual Project has reached Gateway 3 of MPD1036 Progressing Prospect/New Work to Contract and has been approved in principal through either the PMG or SMT process, the Service Representative may then complete FRM4825 Work Request Form. Before completing FRM4825 Work Request Form, the Service Representative should have gained a good level of understanding surrounding the logistics of the Individual Project, which may include:contact details of the person leading from the customer organisation,legal identity of the Party NHSBT will contract with,all background information pertinent to the Project, timing expectations for Agreement to be in place, details of contracts previously executed with the customer,insurance arrangements for the Project,sample/information requirements from the customer,indicative volumes,payment milestones,start date and subsequent activity timelines,reporting/auditing requirements,third party supply arrangements,publication rights,intellectual property considerations,packaging/labelling,collection/delivery/transportation arrangements, etc. The relevant information gathered by the Service Representative should be described with as much detail as possible in the FRM4825 Work Request Form so that the Contracts Manager can clearly identify the relevant legal issues as soon as possible. Completed FRM4825 Work Request Forms should be submitted to the Contracts Team (contracts@nhsbt.nhs.uk) with all necessary approvals. Urgent requests should be clearly marked on the Work Request Form and followed up with a phone call from the Service Representative to the Contracts Team. For R&D Individual Projects, each Work Request Form must be reviewed and approved by R&D Office before it can be processed by the Contracts Team. Completed Work Request Form should be submitted to R&D Office (research.office@nhsbt.nhs.uk); R&D Office will forward the Work Request Form to R&D Financial Management Accountant for financial review and signature. R&D Office will then submit approved and signed Work Request Form to the Contracts Team.Incomplete or incorrect forms will be returned to the Service Representative with an explanation as to remedial action required.Stage 1 - Receipt of Request for Contracting SupportDay 1 - 3A member of the Contracts Team shall acknowledge receipt of the Work Request Form by sending an email to the Service Representative, Technical Lead and Assistant Director/Service Head allocating a unique reference number. A member of the Contracts Team shall record the Individual Project on the Contracts Register.The objective for the Contracts Team is to oversee completion of this stage within 3 working days from receipt of the Work Request Form, dependent upon timely input of stakeholders.Stage 2 – Developing the Contracts StrategyDay 4 - 14A Contracts Manager will contact the Service Representative and Technical Lead to discuss the request and set up meeting(s) to develop an appropriate contracts strategy for the Individual Project. It is highly important that the Service Representative and Technical Lead take an active role in providing all necessary information regarding technical and/or scientific issues, and co-ordinating the necessary input from technical and/or scientific stakeholders to the Individual Project. The Contacts Manager shall consider legal and commercial issues pertaining to the Individual Project. If there are any intellectual property considerations, the Intellectual Property Specialist shall be contacted and involved in the contracts strategy. The objective for the Contracts Team is to oversee completion of this stage within 10 working days, dependent upon timely input of stakeholders.Stage 3 - Drafting/Review of Contractual DocumentationDay 15 – 25The Contract Manager will commence drafting/review of the contract, in line with contracts strategy, seeking additional information from the Service Representative, Technical Lead and Financial Management Accountant as required. If the Contracts Manager needs any support regarding intellectual property, the Contracts Manager shall refer to the Intellectual Property Specialist for advice. The Service Representative, Technical Lead and Financial Management Accountant shall cooperate with the Intellectual Property Specialist, as required. The Service Representative and Technical Lead are responsible for developing any technical specifications and the Financial Management Accountant is responsible for setting the price and invoicing arrangements to be included within the contract. The Contracts Manager shall finalise the first draft of the Contract in consultation with the Service Representative and Technical Lead and shall send the contract documentation to the customer for consideration, unless specified otherwise by the Service Representative or the Technical Lead. If there are any intellectual property considerations, the Contracts Manager shall ensure the Intellectual Property Specialist approves the relevant provisions within the Contract. The objective for the Contracts Team is to oversee completion of this stage within 10 working days, dependent upon timely input by stakeholders.Stage 4 – NegotiationDay 26 - 46The Contract Manager will act as?the lead negotiator on contractual terms for NHSBT, seeking support from the relevant Technical Lead or Financial Management Accountant as required. If the customer wishes to make material changes to the technical specification, price or invoicing arrangements the Contract Manager will liaise with the Service Representative, Technical Lead or Financial Management Accountant for approval.?During this stage the Service Representative shall provide the Director of Finance with a summary briefing of the Individual Project.During negotiation, it may become necessary to seek specialist legal advice from NHSBT’s external legal counsel. All costs shall be met by the relevant service area seeking contract support. The Contracts Team will facilitate this process and will seek authorisation from the appropriate budget holder in advance of any financial commitment. Once the contract has been finalised between the Contracts Manager and customer, the Contracts Team will prepare the final Contract for execution.The objective for the Contracts Team is to oversee completion of this stage within 20 working days, dependent upon timely input of the stakeholders.Stage 5 – ExecutionDay 47 – 62The Contracts Team shall arrange execution of the contract with the customer in the first instance, and then counter signature by NHSBT’s Authorised Signatory.Please note all contracts MUST be signed by NHSBT’s Authorised Signatory and execution shall be arranged directly by the Contracts Team. Please do not send contracts directly to the Director of Finance and members of staff are not authorised to sign contracts on behalf of NHSBT. The Contracts Team shall prepare a memo which will summarise the Contract for the attention of NHSBT’s Authorised Signatory. Approval of the memo will be at the sole discretion of NHSBT’s Authorised Signatory. If approved by NHSBT’s Authorised Signatory, the Contract will be executed. Once fully executed, the Contracts Team will return one counterpart to the customer and retain another in a secure location. The Service Representative, Technical Lead and Financial Management Accountant will be provided with a scanned copy of the contract for their own records. The objective for the Contracts Team is to oversee completion of this stage within 15 working days, dependent upon timely input stakeholders.On Going Management of Individual ProjectsThe Contracts Team will record all contracting support activity on the Contracts Register and an electronic copy of the Contract Register will be issued on monthly basis to all members of the PMG and SMT. The business area retains responsibility for ongoing account management of Individual Projects with each of its customers. This includes arranging Contract Amendments and Contract Terminations as required. If the executed contract no longer reflects the work undertaken by NHSBT within the Individual Project, the Service Representative is responsible for following the process set out in MPD1036 Progressing Prospect/New Work to Contract to arrange an appropriate Contract Amendment or Contract Termination. The business area also retains responsibility for ensuring compliance with confidentiality controls and keeping a clear record of incoming and outgoing confidential material so that it can be returned or destroyed in accordance with any confidentiality agreement. As a minimum, the business area should record the date, sender, recipient and description of the material sent/receivedPlease be aware that protracted contract negotiations, the execution process and reliance upon timely responses from colleagues and customers means that the timelines given above are an indication only and cannot be guaranteed. 189484062230747412239748562862339748791074423272Stage 5 (Day 46-62)00Stage 5 (Day 46-62)375063664461595837715034Stage 4 (Day 26-46)00Stage 4 (Day 26-46)3537123272Stage 1 (Day 0-3)00Stage 1 (Day 0-3)246594522242Stage 2 (Day 4-14)00Stage 2 (Day 4-14)422019323273Stage 3 (Day 15-25)00Stage 3 (Day 15-25)898868148521-119380182880Technical Lead020000Technical Lead9184005125730Contract Executed00Contract Executed564578515735308364855226568079902053827780Approve execution of Contract00Approve execution of Contract-169545532130ServiceRepresentative00ServiceRepresentative-1060451276985Contracts Team00Contracts Team-876302388870Customer00Customer-895353811905NHSBT Authorised Signatory00NHSBT Authorised Signatory-1028702971165External Legal Advisor00External Legal Advisor92964044754809290053738880929639286258092265522021809163051173480903605328930001144905379730Submit FRM4825 to Contracts00Submit FRM4825 to Contracts90063421547958743295015479584969836213241678035151201420Produce Memo for NHSBT Authorised Signatory (flagging any risks)00Produce Memo for NHSBT Authorised Signatory (flagging any risks)362674215809102053127157267215593719382215941695320040Final ContractThis stage may include:Sharing draft Contract with customer;Negotiations;Seek further legal external assistance, if needed.Final version of Contract produced00Final ContractThis stage may include:Sharing draft Contract with customer;Negotiations;Seek further legal external assistance, if needed.Final version of Contract producedcenter2940015Seek external legal help if needed00Seek external legal help if neededcenter1119505Contract Draft/Review00Contract Draft/Review256413040005Develop Strategy00Develop Strategy10814051399488Acknowledge FRM482500Acknowledge FRM4825 ................
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