2.4  Invoicing and Payment Terms

2.4.1  The Contractor shall not be entitled to receive any Monthly Unitary Payment for accommodation until the issue of the Acceptance Certificate for the accommodation.

2.4.2  No sum shall be due to the Contractor under the Project Agreement unless the Authority has received a valid invoice. All invoices shall be prepared monthly in arrears and shall be in such form as requested by the Authority as set out in the pro-forma invoice in Part XII and in line with the Project Agreement [Part 5, clause 37]. The Contractor shall raise an invoice within ten (10) Business Days of the end of the Contract Month and present it to the Authority within this period as one of the conditions of it being a valid invoice10. Additionally each invoice issued by the Contractor under the Project Agreement shall include clear details on it of:

(i)  the reference number of the Project Agreement and of the invoice (in each case using any reasonable methodology notified to the Contractor as agreed between the Authority and the Contractor);

(ii)  reference to the specific provisions of the Project Agreement which entitle the Contractor to the amount claimed;

(iii)  any data which has been relied upon in calculating the value of the invoice (including all performance and availability data).11

2.4.3  A pro-forma invoice is provided in Part XII setting out the required format and minimum detail required on the face of the invoice for it to be accepted as valid.

2.4.4  The Contractor shall provide to the Authority all other supporting information as may reasonably be required by the Authority in relation to invoices issued by the Contractor under the Project Agreement.

2.4.5  Payment shall be made within thirty (30) days of receipt of a correct and valid invoice in accordance with this Schedule 6. An invoice shall not become valid until all criteria for payment specified within the Project Agreement (Part 5, clause 37) has been satisfied. Receipt of an invoice shall not be measured from a date earlier than the date of satisfaction of these payment criteria. The Authority shall confirm acceptance of a valid invoice within five Business Days of receipt of the invoice.

2.4.6  All payments under the Project Agreement shall be made in pounds sterling by BACS (Bank Account Clearing System) to the bank account of the recipient (located in the United Kingdom) specified in the relevant invoice, quoting the invoice number against which payment is made.

2.4.7  Each party shall be entitled, without prejudice to any other right or remedy, to receive interest on any payment not duly made pursuant to the terms of the Project Agreement on the due date calculated at a rate per annum equal to the Default Interest Rate from the day after the date on which payment was due up to and including the date of payment.

2.4.8  The details relating to any amount of payment that is disputed and the rights to set off are set out in the Project Agreement under the payment provisions at clause 37. In all instances the undisputed element shall be paid by the Authority and the disputed element shall be dealt with in accordance with the Dispute Resolution Procedure if there is a failure to agree between the Authority and the Contractor following notification by the Authority of the disputed element.

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10 The 4Ps consider that a backstop date for valid invoices ensures their timely presentation, however it is recognised that Contractors may price a risk in this regard and the value for money of an appropriate cut-off period should therefore be sought in conjunction with the Contractor.

11 If the Authority removes the one month lag in calculating and applying performance and availability deductions it must ensure that when invoices are prepared at the end of the Contract Month for which Services have been provided, they must include performance and availability data for that same month. This means there will be no one month lag in the production of this data. To facilitate this arrangement, a cut-off date of two Business Days before the end of the Contract Month to enable the consolidation of performance and availability data for the Contract Month is acceptable, if required.