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Insert into recitals: | = | |
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Why.Ti | = | Recitals |
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Why.sec | = | The parties acknowledge their common intention in the fulfilment of their obligations under this agreement to minimise their impact on climate change. |
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Why. | = | [G/Z/Base] |
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Preliminary.Ti | = | Preliminary obligations: |
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Preliminary.sec | = | The parties agree that the information provided by the {_Supplier} before the start date of the agreement concerning measures of the impact on climate change by the {_Supplier} and the products and services will form the baseline environmental credentials of the {_Supplier} for the purpose of this agreement (“{DefT.Green_Baseline}”). The {_Green_Baseline} may be amended by written agreement or otherwise in accordance with this agreement. The {_Supplier} will provide at the {_Customer}’s request reasonable evidence of its compliance with the {_Green_Baseline}. |
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Preliminary. | = | [G/Z/Base] |
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Insert into clause or definitions: | = | |
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CodersNote | = | Removed "In this clause," to conform to definition format. |
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CodersNote | = | Added a title. |
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Def.Equivalent.Ti | = | Definition of Equivalent |
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Def.Equivalent.0.sec | = | “{_equivalent}” or “{_equivalence}” means: |
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Def.Equivalent.1.sec | = | If assessing the {goods OR services} of a {_Green_Supplier}, {goods OR services} that are {comparable.OR} (including in terms of {scope,} complexity, specification, volume and quality{of performance}, supporting technology, compliance with standards, and in terms of ancillary obligations such as delivery terms) to the {Goods/Services} under this agreement. |
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of performance | = | of performance |
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scope, | = | scope, |
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comparable.OR | = | {comparable.sec} |
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comparable.Alt1.sec | = | comparable |
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comparable.Alt1.sec | = | identical |
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comparable.Alt3.sec | = | similar in all material respects |
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comparable. | = | [G/Z/Alt/3] |
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Def.Equivalent.2.sec | = | If assessing the pricing of a {_Green_Supplier}, pricing for equivalent {goods/services} that is {PriceRange.sec} of the pricing for [Goods OR Services] under this agreement. |
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PriceRange.Alt1.sec | = | within the lower quartile |
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PriceRange.Alt2.sec | = | less than or equal to the mean price over a previous 12-month period |
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PriceRange. | = | [G/Z/Alt/2] |
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Def.Equivalent. | = | [G/Z/ol-a/s2] |
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CodersNote | = | TFG - Termination for Greener |
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TFG.Ti | = | Termination for Greener {_Supplier} |
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TFG.0.sec | = | Without affecting any other right or remedy available to it, the {_Customer} may: |
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CodersNote | = | "Green {_Supplier}" -> "Greener {_Supplier}" |
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TFG.1.0.sec | = | serve written notice (“{DefT.Notice_of_Greener_Supplier}”) to the {_Supplier} that the {_Customer} has identified a third party supplier (the “{DefT.Greener_Supplier}”) that is able to provide {goods/services} at least equivalent to the {Goods/Services}, except that the {_Greener_Supplier}’s equivalent {Goods/Services} achieve: |
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TFG.1.1.sec | = | lower greenhouse gas emissions relating to the production or delivery of the goods and services, as measured in accordance with {GHGStandard.sec} |
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GHGStandard.Alt1.sec | = | the Greenhouse Gas Protocol Corporate Accounting and Reporting Standard, Revised Edition 2015 |
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GHGStandard.Alt2.sec | = | { OTHER } |
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GHGStandard. | = | [G/Z/Alt/2] |
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TFG.1.2.sec | = | 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 |
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TFG.1.3.sec | = | [other] |
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TFG.1.00.sec | = | in each case as compared to the {_Supplier}’s {_Green_Baseline}. |
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TFG.1.Alt1.sec | = | {TFG.1.0.sec}- {TFG.1.1.sec}; or
- {TFG.1.2.sec}; or
- {TFG.1.3.sec},
{TFG.1.00.sec} |
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TFG.1.Alt2.sec | = | {TFG.1.0.sec}- {TFG.1.1.sec}; or
- {TFG.1.2.sec},
{TFG.1.00.sec} |
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TFG.1. | = | [G/Z/Alt/2] |
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TFG.2.sec | = | 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}. |
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TFG.3.0.sec | = | The {_Supplier} shall, within {TFG.ResponseTime.days} of the {_Notice_of_Greener_Supplier} notify the {_Customer} whether it is able to achieve the {_Green_Improvement} {TFG.Response.AsGoodAs.cl} within [NUMBER] months of the Notice of Greener Supplier. If:- |
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TFG.Response.AsGoodAs.cl | = | on terms no worse for the {_Customer} than those set out in the Notice of Greener Supplier and |
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TFG.ResponseTime.days | = | 30 days |
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TFG.3.1.sec | = | {_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 |
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TFG.3.2.0.sec | = | the {_Supplier}; |
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TFG.3.2.1.sec | = | does not respond to the Notice of Greener Supplier within the required period; or |
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TFG.3.2.2.sec | = | 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}], |
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TFG.3.2. | = | [G/Z/ol/s2] |
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TFG.3. | = | [G/Z/ol/s2] |
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TFG.4.sec | = | 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. | = | |
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TFG. | = | [G/Z/ol/s4] |
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sec | = | {Why.Sec}- {Preliminary.Sec}
- {Def.Equivalent.Sec}
- {TFG.Sec}
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| = | [G/Z/Base] |