Optional (see Notes section below)
Commonwealth Contract Terms clause C.C.22
While all Suppliers must comply with all relevant laws as part of their normal obligations, the Customer may be exposed to risks, particularly reputational risks, if a Supplier fails to comply with an applicable law or cause the Customer to breach a law whilst providing goods and/or services under the Contract.
By imposing a contractual obligation on a Supplier to comply with laws and a warranty to not cause the Customer to breach a law, a failure will trigger rights and obligations under the Contract relating to default. The Customer may also become entitled to other contractual remedies including potentially a right to terminate for non-compliance.
This clause does not require the Supplier to comply with laws that do not otherwise apply to the Supplier. If there are additional requirements that the Customer requires the Supplier to meet (for example, to assist the Customer to meet particular legal or Commonwealth policy requirements), these will need to be separately addressed in the Contract.
This clause also extends the contractual obligation of compliance with laws to the officers, employees, agents and subcontractors of the Supplier.
Compliance with Laws
X.1 The Supplier must comply with, and ensure its officers, employees, agents and subcontractors comply with all laws applicable to the performance of this Contract and warrants that it will not cause the Customer to breach any laws.
While use of this Clause is optional, all Commonwealth contracts should include a clause of this type.
Standardisation of contractual text results in efficiencies for both Parties to a contract. Before deciding whether a particular clause is appropriate, procurement officials should carefully consider the context of their procurement. Capitalised terms (unless otherwise defined) are based on the definitions in the CCS Glossary. Definitions of any relevant defined terms may need to be added.
This form of words requires the Supplier to meet any new or changed legislative requirements without the need to vary the Contract.
In some situations, it may be appropriate to overtly refer to specific legislative requirements. Depending on the value and subject matter of the Contract, other Commonwealth policy requirements may be relevant to the Contract. These requirements will need to be separately addressed in the Contract.
Where this clause is included, the clause wording should be used without change.
Terms that are capitalised may need to be changed to align with the Contract terminology.