Climate Contract Playbook Edition 3
19
Termination for Greener Supplier 1.1
Without affecting any other right or remedy available to it, the Customer may: 1.1.1
serve written notice ( “Notice of Greener Supplier” ) to the Supplier that the Customer has identified a third party supplier (the “Greener Supplier” ) that is able to provide [goods / services] at least equivalent to the [Goods / Services], except that the Green Supplier’s equivalent [Goods / Services] achieve: 1.1.1.1 lower greenhouse gas emissions relating to the production or delivery of the goods and services, as measured in accordance with [the Greenhouse Gas Protocol Corporate Accounting and Reporting Standard, Revised Edition 2015]; or
1.1.1.2
reduced environmental impact or increased sustainability outcomes, as measured in accordance with Appropriate standard for measuring environmental impacts or sustainability outcomes depending on the areas of concern to the business][, or ; or];
1.1.1.3 [other], in each case as compared to the Supplier’s Green Baseline.
1.1.2
The extent to which a Greener Supplier exceeds the Supplier’s Green Baseline (using the measures described in this clause) is the “Green Improvement”. The Notice of Greener Supplier must reasonably demonstrate that the Greener Supplier’s alternative [goods/services] are at least equivalent to those of the Supplier (including written confirmation by the Customer of overall price equivalence) and set out the Green Improvement. The Supplier shall, within [30] days of the Notice of Greener Supplier notify the Customer whether it is able to achieve the Green Improvement [on terms no worse for the Customer than those set out in the Notice of Greener Supplier and] within [NUMBER] months of the Notice of Greener Supplier. If:- 1.1.3.1 Supplier is able to demonstrate to the Customer’s reasonable satisfaction that it is able to match the Green Improvement within that period, the parties shall use all reasonable endeavours acting in good faith to agree within a further 30 days the amended terms on which the [Goods/Services] shall be provided incorporating the Green Improvement. Once an amendment is agreed, the relevant specifications of the [Goods/Services] will be deemed to incorporate a requirement to comply with the Green Improvement (and the Green Baseline will be replaced by the Green Improvement from the date of that amendment); or
1.1.3
1.1.3.2
the Supplier; 1.1.3.2.1 does not respond to the Notice of Greener Supplier within the required period; or 1.1.3.2.2 is unable to demonstrate to the Customer’s reasonable
satisfaction that it is able to at least match the Green Improvement within the required period [on terms as good for the Customer as those set out in the Notice of Greener Supplier],
1.1.4
The Customer may terminate this agreement by giving the Supplier not less than [NUMBER] months’ notice. Other than the agreed consideration for [Goods/Services] provided in accordance with the agreement before the date of termination, and despite any conflicting provisions in this agreement, no payments will become due to the Supplier as a result of termination under this clause.
Made with FlippingBook - professional solution for displaying marketing and sales documents online