WIDP recommends that the Authority (through its Contract Manager) produces a Contract Management Manual which sets out the key processes which need to be followed to manage the Contract effectively.23 The Contract Management Manual should explain the key contractual provisions in plain English and set out who does what, when, how and where. By ensuring consistency of management and continuity of knowledge this will enable the Contract Management Team to apply, and to demonstrate, consistent and proactive management of the Contract throughout the term, regardless of staff turnover or any changes in circumstances.
A plain English guide to the Contract (including the payment and performance mechanisms and the other schedules that each form part of the Contract) is helpful in providing a more accessible summary of what has been agreed. Worked examples and process maps can also be deployed within the Contract Management Manual to facilitate users' understanding of the more complex areas of drafting within the Contract. However in producing, and subsequently using, the Contract Management Manual, Contract Managers should recognise that the Contract defines the legal relationship with the Contractor, not the Manual. The role of the Contract Management Manual is complementary to, and not a substitute for, a detailed understanding of the Contract. Whilst the Contract Management Manual should use plain English as far as possible there is a need for precise drafting and hence it is recommended that the Contract Management Manual uses terms defined in the Contract and identifies them as such terms by capitalising the relevant words. It is also helpful to the users of the Contract Management Manual if the definitions section of the Contract is appended to the Contract Management Manual. A shortened version of the definitions would not be appropriate as this could lead to confusion.
Where the Contract Management Manual summarises contractual provisions it should be clearly stated that the Contract Management Manual is not a complete statement of the provisions in the Contract. As a general rule Contract Managers should ensure the Contract Management Manual sets out the broad issue and then refers to the actual provisions within the Contract rather than providing an abbreviated version which might be misconstrued as a statement of the relevant contractual provisions. It is helpful if the Contract Management Manual can highlight issues where the Contract Manager should enlist additional resource with specialist expertise and/or escalate the issue to the Contract Management Board.
In addition to the full Contract Management Manual for use by the core Contract Management Team it is often helpful if a shorter guide can be provided for key users of the Contract, i.e. the Waste Collection Authorities. Such a guide could provide the parties responsible for the delivery of waste to the Contractor with an understanding of the Authority's obligations and rights under the Contract and clarify how and when WCAs should raise any concerns with the Contractor's performance. A guide for WCAs could also explain what level of service the WCAs should expect to receive when delivering waste and what to do if the Contractor is not able to receive the waste at all. It could also deal with communications with the Authority's monitoring team.
The Contract Management Manual should start by setting out a concise and precise description of the project objectives providing an unambiguous description of what measures will be used by the Contract Management Team to assess the success of the project. The document will be useful in making sure that the project team understand what the project is intended to achieve. It will also be useful when the Authority needs to brief parties unfamiliar with the project and in managing stakeholders.
In most cases a combination of the OBC, the FBC and the procurement documents should provide an adequate description of the objectives of the project. This can be extracted and incorporated within the Contract Management Manual. In all cases the Contract Manager will need to consider how these objectives will be measured.
It is important that both public and private sector parties are aligned in accepting the objectives and values of the project. Stakeholders will also need to understand the objectives so that their expectations of the project are realistic. The Contract Manager should consider holding a joint workshop/away day with the Contractor prior to Contract signature to put together a list of mutually understood objectives. It would be desirable for the project manager to attend such an event which could then be repeated with all stakeholders and private sector parties.
A newly appointed Contract Manager should be able to find out exactly what needs to be done, by whom, when and how, and what happens if there is any failure to meet contractual requirements. The Contract Manager needs to identify all of the risks and obligations of both parties. The Contract Management Manual is likely to be the most appropriate place to document the ways in which Contract processes and obligations fit with the governance arrangements. A key aspect of the Contract Manager's responsibilities should be the production and/or maintenance of an up-to-date Contract Management Manual.
The first edition of the Contract Management Manual should be finalised within the first few months of Contract signature. Over the course of the Contract there will inevitably be a need to revise and update the document. However continual revision makes it hard to ensure everyone has the same version of the document and in any event is not usually an efficient use of time. Therefore new editions of the Contract Management Manual may only be issued every few years.
Processes to document in the Contract Management Manual include:
• monitoring compliance with Contract conditions;
• procedures to follow in respect of events which could arise during the Contract including:
- market testing and/or benchmarking exercises;
- Changes made in accordance with the Change Protocol;
- poor Contractor performance; and
- Disputes;
• financial management and monitoring;
• contingency plans in case things go wrong;
- overview and principles;
- how the Payment Mechanism works (including indexation); and
- how to make deductions;
• performance monitoring:
- requirements;
- points system;
- recording;
- obligations of the Contractor; and
- ensuring WCA's and any other relevant parties (e.g. the landowner) whom the Authority relies on are performing their obligations;
• how the project performance reporting requirements are to be met and reported back to the Project Board; and
• milestones and key deliverables/outcomes.
Appendix B of this guidance provides a checklist of suggested points which should be included in the Contract Management Manual.
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23 The Authority should consider whether there is scope for sharing some of this task with the Contractor but should not outsource the entire exercise to the Contractor as that would detract from the value obtained by the Authority from this exercise. In any event the Contractor should be given a copy of the Contract Management Manual when it is complete. It may also be appropriate to give copies, of at least part of the Contract Management Manual, to the Waste Collection Authorities.