Legal updates to contract wording
Below is the standard wording to be provided to sponsors/organisations as an explanation of CDHB’s longstop and GST special conditions.
The parties agree that notwithstanding anything to the contrary contained elsewhere in this Agreement, the term of the Agreement shall not exceed ten (10) years (the Longstop Date”) without the prior written consent of the Institution given in accordance with this clause. Not more than 12 months and not less than three months prior to the Longstop Date, the Sponsor shall notify the Institution’s nominated contact for notices advising that the Longstop Date will be exceeded, the anticipated date of expiry or termination of the Agreement and requesting the Institution’s written consent to continue. The Institution’s written consent to continue beyond the Longstop Date shall not be unreasonably withheld, conditioned or delayed.
The purpose of the longstop clause is to put a term on the CTRA and make that term equal to or less than 10 years, in order that the term falls within Canterbury DHB’s Financial Controller’s signing delegation. Inclusion of the longstop clause ensures that Canterbury DHB can sign CTRAs in a timely manner. However, it is recognised that clinical research often spans more than 10 years and, in these cases, the longstop clause provides a mechanism for the contract term to be extended.
Clause 6.6 is deleted in its entirety and replaced with the following wording:
“6.6 Payments will be made by the [Local Sponsor/Sponsor] upon receipt of a valid tax invoice issued by the Institution”.
Clause 6.6 is required to be amended in all CTRAs because it allows for a “Buyer Created Tax Invoice”. Under NZ GST legislation a Buyer Created Tax invoice triggers a GST payment obligation on the DHB when they are issued. The timing of the GST payment obligation does not necessarily meet CDHB’s practices and could result in us being non-compliant with our GST payment obligations including being subject to penalties. CDHB does not, therefore, accept this type of invoice.
Requirement to contract on standard terms
Insurance level requirement