Standard general dental services contract



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PART 23



EVIDENCE


  1. The Contractor shall request in respect of a person who makes a declaration relating to an exemption under paragraph 1(1) of Schedule 12ZA to the Act, evidence in support of that declaration.




    1. The Contractor shall make a note of the type of evidence submitted.




    1. If no evidence is submitted, the Contractor shall make a note of that fact.




  1. Clause 363 does not apply where the Contractor is satisfied that the person in respect of whom the declaration is made is under the age of 18 years.


NON-SURVIVAL OF TERMS85





  1. Unless expressly provided, no term of this Contract shall survive expiry or termination of this Contract. Express provision is made in relation to-




    1. Part 15 (fees, charges and financial interests of the Contractor), to the extent specified in clause 244;




    1. Part 20 (complaints);




    1. Part 21 (dispute resolution procedures);




    1. clauses 356 to 362 (consequences of termination); and




    1. clauses 368 to 370 (governing law and jurisdiction).



ENTIRE AGREEMENT86





  1. Subject to clause 200 and any variations made in accordance with Part 22, this Contract constitutes the entire agreement between the parties with respect to its subject matter.




  1. The Contract supersedes any prior agreements, negotiations, promises, conditions or representations, whether written or oral, and the parties confirm that they did not enter into the Contract on the basis of any representations that are not expressly incorporated into the Contract. However, nothing in this Contract purports to exclude liability on the part of either party for fraudulent misrepresentation.



GOVERNING LAW AND JURISDICTION87





  1. This Contract shall be governed by and construed in accordance with English law.




  1. Without prejudice to the dispute resolution procedures contained in this Contract, in relation to any legal action or proceedings to enforce this Contract or arising out of or in connection with this Contract, each party agrees to submit to the exclusive jurisdiction of the courts of England and Wales.




  1. Clauses 367 and 368 shall continue to apply notwithstanding the termination of the Contract.



WAIVER, DELAY OR FAILURE TO EXERCISE RIGHTS88





  1. The failure or delay by either party to enforce any one or more of the terms or conditions of this Contract shall not operate as a waiver of them, or of the right at any time subsequently to enforce all terms and conditions of this Contract.



FORCE MAJEURE89





  1. Neither party shall be responsible to the other for any failure or delay in performance of its obligations and duties under this Contract which is caused by circumstances or events beyond the reasonable control of a party. However, the affected party must promptly on the occurrence of such circumstances or events:




    1. inform the other party in writing of such circumstances or events and of what obligation or duty they have delayed or prevented being performed; and




    1. take all action within its power to comply with the terms of this Contract as fully and promptly as possible.




  1. Unless the affected party takes such steps, clause 372 shall not have the effect of absolving it from its obligations under this Contract. For the avoidance of doubt, any actions or omissions of either party’s personnel or any failures of either party’s systems, procedures, premises or equipment shall not be deemed to be circumstances or events beyond the reasonable control of the relevant party for the purposes of this clause, unless the cause of failure was beyond reasonable control.




  1. If the affected party is delayed or prevented from performing its obligations and duties under the Contract for a continuous period of 3 months, then either party may terminate this Contract by notice in writing within such period as is reasonable in the circumstances (which shall be no shorter than 28 days).




  1. The termination shall not take effect at the end of the notice period if the affected party is able to resume performance of its obligations and duties under the Contract within the period of notice specified in accordance with clause 374 above, or if the other party otherwise consents.



SEVERANCE90





  1. Subject to clauses 377 and 378, if any term of this Contract, other than a mandatory term, is held to be invalid, illegal or unenforceable by any court, tribunal or other competent authority, such term shall, to the extent required, be deemed to be deleted from this Contract and shall not affect the validity, lawfulness or enforceability of any other terms of the Contract.




  1. If, in the reasonable opinion of either party, the effect of such a deletion is to undermine the purpose of the Contract or materially prejudice the position of either party, the parties shall negotiate in good faith in order to agree a suitable alternative term to replace the deleted term or a suitable amendment to the Contract.




  1. If the parties are unable to reach agreement as to the suitable alternative term or amendment within a reasonable period of commencement of the negotiations, then the parties may refer the dispute for determination in accordance with the NHS dispute resolution procedure set out in clauses 279 to 285.



SERVICE OF NOTICE91





  1. Save as otherwise specified in this Contract or where the context otherwise requires, any notice or other information required or authorised by this Contract to be given by either party to the other party must be in writing and may be served:




    1. personally;




    1. by post, or in the case of any notice served pursuant to Part 22, registered or recorded delivery post;




    1. by telex, or facsimile transmission (the latter confirmed by telex or post);




    1. electronic mail; or




    1. by any other means which the PCT specifies by notice to the Contractor.




  1. Any notice or other information shall be sent to the address specified in the Contract or such other address as the PCT or the Contractor has notified to the other.




  1. Any notice or other information shall be deemed to have been served or given:




    1. if it was served personally, at the time of service;




    1. if it was served by post, two working days after it was posted; and




    1. if it was served by telex, electronic mail or facsimile transmission, if sent during normal surgery hours then at the time of transmission and if sent outside normal surgery hours then on the following working day.




  1. Where notice or other information is not given or sent in accordance with clauses 379 to 381, such notice or other information is invalid unless the person receiving it elects, in writing, to treat it as valid.


PART 24
SIGNING OF DOCUMENTS


  1. In addition to any other requirements that may relate to the documents specified in clause 384 whether in this Contract or otherwise, the Contractor shall ensure that the documents specified in clause 384 include—




    1. the name and clinical profession of the professional who signed the document; and




    1. the name of the Contractor on whose behalf it is signed.




  1. The documents referred to in clause 383 include—




    1. forms that are required to be completed pursuant to the Contract, where such forms require a signature;




    1. prescription forms; and




    1. any other clinical documents.



SCHEDULE 192 (INDIVIDUAL)
Part 1
The PCT whose name, address, telephone number, fax number and email address (if any) is:





Part 2
The Contractor is a dental practitioner whose name, address, telephone number, fax number (if any) and email address (if any)93 is:


If there is any change to the addresses and contact details specified in Part 1 or Part 2 of this Schedule, the party whose details have changed must give notice in writing to the other party as soon as is reasonably practicable.



SCHEDULE 194 (PARTNERSHIP)
Part 1
The PCT whose name, address, telephone number, fax number and email address (if any) is:





Part 2
The Contractor is a [limited]95 partnership under the name of [ ] carrying on business at [address of place of business]
The telephone number, fax number (if any) and email address (if any) of the Contractor are as follows:-
[insert details here]
If there is any change to the addresses and contact details specified in Part 1 or Part 2 of this Schedule, the party whose details have changed must give notice in writing to the other party as soon as is reasonably practicable.

The names of the partners at the date of signature of this Contract are:







GENERAL / LIMITED96




GENERAL / LIMITED




GENERAL / LIMITED




GENERAL / LIMITED




GENERAL / LIMITED




GENERAL / LIMITED




GENERAL / LIMITED

The Contract is made with the partnership as it is from time to time constituted and shall continue to subsist notwithstanding:




  1. the retirement, death or expulsion of any one or more partners; and/or




  1. the addition of any one or more partners.97

The Contractor shall ensure that any person who becomes a member of the partnership after the Contract has come into force is bound automatically by the Contract whether by virtue of a partnership deed or otherwise.



SCHEDULE 198 (DENTAL CORPORATION)
Part 1
The PCT whose name, address, telephone number, fax number and email address (if any) is:





Part 2
The Contractor is a dental corporation whose name and registered office is:



The address to which official correspondence and notices may be sent is, and the contact telephone number, fax number (if any) and email address (if any) is:





If there is any change to the addresses and contact details specified in Part 1 or Part 2 of this Schedule, the party whose details have changed must give notice in writing to the other party as soon as is reasonably practicable.



SCHEDULE 2

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