Part 3. Legal terms and conditions

Page Contents

1. Insurance
2. Freedom of information
3. Confidentiality
4. Data Protection
5. Prevention of bribery
6. Variation
7. Waiver
8. Governing law and jurisdiction
Appendix 1
Appendix 2
Appendix 3

1. Insurance

1.1 The provider shall at its own cost-effective and maintain with a reputable insurance company a policy or policies of insurance providing the following cover at levels within the industry standard:

Public liability insurance.
Employer's liability insurance, and
Professional indemnity insurance.

(The Required Insurances).

The cover shall be in respect of all risks which may be incurred by the provider, arising out of the provider's performance of the agreement, including death or personal injury, loss of or property damage, or any other loss. Such policies shall include cover in respect of any financial loss arising from any advice given or omitted to be given by the provider.

1.2 The provider shall give the council, on request, copies of all insurance policies referred to in this clause or a broker's verification of insurance to demonstrate that the Required Insurance is in place, together with receipts or other evidence of payment of the latest premiums due under those policies.

1.3 If, for whatever reason, the provider fails to give effect to and maintain the Required Insurances, the council may make alternative arrangements to protect its interests and may recover the costs of such arrangements from the provider.

1.4 The terms of any insurance or the amount of cover shall not relieve the provider of any liabilities under the agreement.

2. Freedom of information

2.1 The provider acknowledges that the council is subject to the requirements of the Freedom of Information Act (FOIA) and the Environmental Information Regulations (EIRs) and shall assist and cooperate with the council, at the provider's expense, to enable the council to comply with these information disclosure requirements.

2.2 The Provider shall:

Transfer the request for information to the council as soon as practicable after receipt and in any event within two working days of receiving a request for information.
Provide the council with a copy of all information in its possession or power in the form that the council requires within five working days, or such other period as the council may specify, of the council requesting that information, and
Provide all necessary assistance as reasonably requested by the council to enable the council to respond to a Request for Information within the time for compliance set out in section 10 of the FOIA or regulation five of the EIRs.

2.3 The council shall be responsible for determining at its absolute discretion whether the information supplied by the provider is:

Exempt from disclosure following the provisions of the FOIA, or the EIRs, and/or
To be disclosed in response to a request for information.

2.4 In no event shall the provider respond directly to a request for information unless expressly authorised to do so by the council.

2.5 The provider acknowledges that the council may, act following the Secretary of State for Constitutional Affairs' Code of Practice on the discharge of public authorities functions under Part 1 of FOIA (issued under section 45 of the FOIA, November 2004), be obliged under the FOIA or the EIRs to disclose Information:

Without consulting with the provider, or
Following consultation with the provider and having taken its views into account, provided always that the council shall, following any recommendations of the code, take reasonable steps, where appropriate, to give the provider advanced notice, or failing that, to draw the disclosure to the provider's attention after any such disclosure.

2.6 The provider shall ensure that all information produced during the agreement or relating to the agreement is retained for disclosure and shall permit the council to inspect such records as requested from time to time.

3. Confidentiality

3.1 Subject to this clause the parties shall keep confidential all matters relating to this agreement and shall use all reasonable endeavours to prevent their Representatives from making any disclosure to any person of any matters relating hereto.

3.2 This clause shall not apply to any disclosure of information:

Required by any applicable law, if clause 8 shall apply to any disclosures required under the FOIA or the Environment Information Regulations.
That is reasonably required by persons engaged by a party in the performance of such party's obligations under this agreement.
Where a party can demonstrate that such information is already generally available and in the public domain otherwise than because of a breach of this clause.
By the council of any document to which it is a party and which the parties to this Agreement have agreed contains not commercially sensitive information.
To enable a determination to be made under clause eight.
Which is already lawfully in the possession of the receiving party, before its disclosure by the disclosing party.
By the council to any other department, office, or agency of the government, and
By the council relating to this agreement and in respect of which the provider has given its prior written consent to the disclosure.

3.3 On or before the termination date the provider shall ensure that all documents and/or computer records in its possession, custody, or control which relate to personal information of the council's employees, ratepayers, or service users, are delivered up to the council or securely destroyed.

4. Data Protection

4.1 The provider shall, and shall procure that any of its provider’s staff involved in the provision of the agreement shall, comply with any notification requirements under the Data Protection Legislation and both parties shall duly observe all their obligations under the Data Protection Legislation which arise in connection with the agreement.

All early years funding application data is stored securely and maintained following the Data Protection Act. Cambridgeshire online systems that are publicly available for entry of personal application data are regularly independently tested to assess the risk of penetration and to guard against unauthorised entry for access to personal or any other data. This includes ensuring that the username and password access meets industry standards.

4.2 The council and the provider shall always comply with their obligations under Data Protection Legislation at all times and as set out below.

4.3 The council can be required to share information with our partners, for example, health organisations, to improve the well-being of children in the Cambridgeshire area as required by the Children Act 2004. Information shared between partner organisations is proportionate and only given when it is necessary to help those partner organisations with their legal obligations.

4.4 The council is required to provide statistical data to the Department for Education (DfE). The council also uses statistical data for its internal research, statistical analysis, or statistical surveys to help manage service provision and shares data with academic institutions or independent researchers with a legitimate need for information for their research.

4.5 Further information about how the council collects and uses data, and providers’ rights around this, can be found in the Privacy statement  of the council website and the related Education service privacy notice. The council Data Protection Officer can be contacted via email data.protection@cambridgeshire.gov.uk or telephone 01223 699 137.

4.6 The provider acknowledges that it will comply with Data Protection Legislation which includes UK General Data Protection Regulation (GDPR) and the Data Protection Act 2018.

4.7 For this clause, the terms 'Controller', 'Processor', 'Data Subject', 'Personal Data', 'Process', and 'Processing' shall have the meaning prescribed under the Data Protection Act 2018 and the UK GDPR.

4.8 The council and the provider also acknowledge their respective obligations arising under the Data Protection Legislation and must assist each other as necessary to enable each other to comply with these obligations.

4.9 The provider undertakes to:

Treat as confidential all personal data which may be derived from or be obtained during the performance of this agreement, or which may come into the possession of the provider or a staff member, servant, agent, or sub-contractor of the provider as a result or in connection with the performance of this agreement.
Provide all necessary precautions to ensure that all such information is treated as confidential by the provider, its staff members, servants, agents, or sub-contractors.
Ensure that it, its staff members, servants, agents, and sub-contractors are aware of the provisions of the Data Protection Legislation and that any personal information obtained during the performance of this agreement shall not be disclosed or used in any unlawful manner.
Indemnify the council against any loss arising under the Data Protection Legislation caused by any action, authorised or unauthorised, taken by the service provider, its staff members, servants, agents, or sub-contractors, and
Have in place adequate mechanisms to ensure that sub-contractors, agents, and subsidiaries to whom personal information is disclosed comply with their obligations under this agreement to keep personal data and information secure and confidential following Data Protection Legislation.
Provide the council with such information as the council may reasonably require satisfying itself that the Provider is complying with its obligations under the Data Protection Legislation, and
Promptly notify the council of any breach of the security measures required to be put in place according to clause 10.6.5.
The provisions of this clause shall apply during the continuance of the agreement and indefinitely after its expiry or termination.

5. Prevention of bribery

5.1 The provider represents and warrants that neither it nor to the best of its knowledge any of the provider’s staff, have at any time before the Effective Date:

Committed a Prohibited Act or been formally notified that it is subject to an investigation or prosecution which relates to an alleged Prohibited Act, and/or
Been listed by any government department or agency as being debarred, suspended, proposed for suspension or debarment, or otherwise ineligible for participation in government procurement programmes or contracts on the grounds of a Prohibited Act.

5.2 The provider shall not during the term of this agreement:

Commit a Prohibited Act, and/or
Do or suffer anything to be done which would cause the council or any of the council’s employees, consultants, contractors, sub-contractors, or agents to contravene any of the Bribery Act or otherwise incur any liability concerning the Bribery Act.

5.3 The provider shall if requested, provide the council with any reasonable assistance, at the council’s reasonable cost, to enable the council to perform any activity required by any relevant government or agency in any relevant jurisdiction for compliance with the Bribery Act.

5.4 The provider shall during the term of this agreement:

Establish, maintain, and enforce, and require that its sub-contractors establish, maintain, and enforce, policies and procedures which are adequate to ensure compliance with the Bribery Act and prevent the occurrence of a Prohibited Act, and
Keep appropriate records of its compliance with its obligations under the section headed 'Prevention of Bribery' and make such records available to the council on request.

5.5 The provider shall immediately notify the council in writing if it suspects or becomes aware of any breach of this section or has reason to believe that it or any of the provider’s staff have:

Been subject to an investigation or prosecution which relates to an alleged Prohibited Act,
Been listed by any government department or agency as being debarred, suspended, proposed for suspension or debarment, or otherwise ineligible for participation in government procurement programmes or contracts on the grounds of a Prohibited Act, and/or
Received a request or demand for any undue financial or other advantages of any kind in connection with the performance of this agreement or otherwise suspects that any person or party directly or indirectly connected with this agreement had committed or attempted to commit a Prohibited Act.

5.6 If the provider makes a notification to the council according to this clause, the provider must respond promptly to the council’s enquiries, cooperate with any investigation, and allow the council to audit books, records, and any other relevant documentation following the terms of this agreement. This obligation shall survive the termination of this agreement.

5.7 If the provider is in breach of this clause, the council may by notice in writing:

Require the provider to remove from the performance of this agreement any provider’s Staff whose acts or omissions have caused the breach, or
Terminate this agreement by written notice with immediate effect.

5.8 Any notice served under this section must specify:

The nature of the Prohibited Act.
The identity of the party whom the council believes has committed the Prohibited Act.
The date on which this agreement will terminate, and
The action that the council has elected to take.

5.9 Any termination under this section will be without prejudice to any right or remedy which has already accrued or subsequently accrues to the council.

6. Variation

6.1 The council may at its sole discretion vary this agreement without securing the consent of the provider where a variation is required to reflect any changes to legislation or government guidance. The parties agree that such variation

shall be made by the council serving written notice of the details of such variation upon the provider and the variation to the agreement shall be deemed to take effect upon the date such notice is served.

7. Waiver

7.1 No forbearance or delay by either party in enforcing its respective rights will prejudice or restrict the rights of that party, and no waiver of any such rights or any breach of any contractual terms will be deemed to be a waiver of any other right or any later breach. But without limitation to the generality of the foregoing, any prior acceptance or approval communicated by the council to the provider in respect of the agreement or any omission on the part of the council to communicate such prior acceptance or approval shall not relieve the provider of its obligations under this agreement.

8. Governing law and jurisdiction

8.1 This agreement and any appeal or claim arising out of or in connection with it or its subject matter shall be governed by and construed following the law of England and Wales.

8.2 The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any appeal or claim that arises out of or in connection with this agreement or its subject matter.

Appendix 1

The definitions below apply to this agreement.

'Agreement' means the provider agreement and funding commitment comprising the form of agreement and the conditions.

'Bribery Act' means the Bribery Act 2010 and any subordinate legislation made under that act from time to time together with any guidance or codes of practice issued by the relevant government department concerning the legislation.

'CCC' means Cambridgeshire County Council.

'Conditions' means the conditions set out in Parts 1, 2, and 3 of Schedule A to the agreement.

'Council' means Cambridgeshire County Council.

'Data Protection Legislation' means all applicable data protection and privacy legislation in force from time to time in the UK including the UK GDPR, the Data Protection Act 2018, and regulations made thereunder, and the Privacy and Electronic Communications Regulations 2003 as amended, and the guidance and codes of practice issued by the Information Commissioner or other relevant regulatory authority and applicable to a party.

'Effective Date' means the date stated on page 2 of this agreement.

'EIRs' means the Environmental Information Regulations 2004 and any guidance and/or codes of practice issued by the Information Commissioner or relevant government department in relation to such regulations.

'EYFS' means the statutory framework for the early years foundation stage.

'EYF Team' means the officers of the county council who administer and authorise the payment of funded hours to all providers in Cambridgeshire.

'FOIA' means the Freedom of Information Act 2000 and any subordinate legislation made under this Act from time to time together with any guidance and/or codes of practice issued by the Information Commissioner or relevant government department in relation to such legislation.

'Prohibited Act' the following constitute Prohibited Acts:

(A) To directly or indirectly offer, promise or give any person working for or engaged by the council a financial or other advantages to:

Induce that person to perform improperly a relevant function or activity, or
Reward that person for improper performance of a relevant function or activity.

(B) To directly or indirectly request, agree to receive or accept any financial or other advantages as an inducement or a reward for improper performance of a relevant function or activity in connection with this agreement.

Under the Bribery Act 2010,
Under the Fraud Act 2006,
At common law concerning fraudulent acts relating to this agreement or any other contract with the council,
Defrauding, attempting to defraud, or conspiring to defraud the local authority, or
Section 117 of the Local Government Act 1972.

'Provider' means the organisation named on page 2 of the form of agreement.

'Setting' in connection with this agreement means:

An early years provider other than a childminder registered on the Ofsted early years register.
A childminder registered on the Ofsted early years register,
A childminder registered with a childminder agency which is itself registered with Ofsted, or
Schools taking children aged two and over and which are exempt from registration with Ofsted as an early years provider.

'Staff' means all persons employed or engaged by the provider to perform this agreement together with the provider’s servants, suppliers, agents, volunteers, and sub-contractors used in the performance of this agreement and/or the provision of activities in connection with this agreement.

'Term' means the period from the effective date until the date on which this agreement is terminated by either party under clause five of Part 3 of the conditions.

'Termination Date' means the date on which this agreement is terminated.

'UK GDPR' has the meaning given to it in section three (10) (as supplemented by section 205 (4)) of the Data Protection Act 2018.

'Working Day' means a day, other than a Saturday or Sunday, on which banks are open for general business in the City of London.

Appendix 2

This agreement uses similar headings to the DfE model agreement published in February 2025. The table below shows how Cambridgeshire’s 2025 agreement reflects those headings.

DfE model agreement (February 2025) Heading	Cambridgeshire Section	Cambridgeshire Heading
Key local authority responsibilities	Part 1	Key Responsibilities of Cambridgeshire County Council
Key provider responsibilities	Part 1	Under appropriate headings
Safeguarding	Part 1	Safeguarding
Eligibility	Part 2	Making funding claims/compliance
The Grace Period	Appendix 3	Further information on eligibility and the grace period
Flexibility	Part 2	Flexibility
Partnership working	Part 1	Partnership working
Special educational needs and disabilities	Part 1	Special educational needs and disabilities
Supporting disadvantaged children	Part 1	Supporting disadvantaged children
Quality	Part 1	Delivery of the EYFS/intervention
Business planning	Part 2	Eligibility and information to parents
Charging	Part 2	Charging
Funding	Part 2	Making funding claims/compliance
Compliance	Part 2	Compliance/audit
Termination and withdrawal of funding	Part 2	Termination and withdrawal of funding
Appeals process	Part 2	Appeals process
Complaints process	Part 2	Complaints process

Appendix 3

The provider should offer disadvantaged two-year-old places on the understanding that the child remains eligible until they become eligible for the universal entitlement for three- and four-year-olds.

Alongside the eligibility code, which is the child’s unique 11-digit number, and original copies of documentation a provider must acquire written consent from, or on behalf of, the parent to be able to receive confirmation and future notifications from the local authority of the validity of the parent’s eligibility code.

Once a provider has received written consent from the parent, they should verify the eligibility code with the local authority.

The local authority will confirm the validity of eligibility codes to allow providers to offer free places for eligible children aged nine months and above. The local authority will provide a validity checking service to providers to enable them to verify the eligibility code. The Eligibility Checking Service (ECS) allows all local authorities to make instant checks for code validity.

Thereafter, the local authority should complete audit checks to review the validity of eligibility codes for children who qualify for the working parent entitlement at six fixed points in the year, both at half-term and at the end of term across the year, inline with the dates as listed in Table A below. It is the local authority’s responsibility to notify a provider where a parent has fallen out of eligibility and inform them of the grace period end date.

Table A: Audit and grace period dates

Date the parent receives an ineligible decision on reconfirmation	Local authority audit date	Grace period end date
Wednesday, 1 January 2025 to Monday, 10 February 2025	Tuesday, 11 February 2025	Monday, 31 March 2025
Tuesday, 11 February 2025 to Monday, 31 March 2025	Tuesday, 1 April 2025	Sunday, 31 August 2025
Tuesday, 1 April 2025 to Monday, 26 May 2025	Tuesday, 27 May 2025	Sunday, 31 August 2025
Tuesday, 27 May 2025 to Sunday, 31 August 2025	Monday, 1 September 2025	Wednesday, 31 December 2025
Monday, 1 September 2025 to Tuesday, 21 October 2025	Wednesday, 22 October 2025	Wednesday, 31 December 2025
22 October 2025 to Wednesday, 31 December 2025	Thursday, 1 January 2026	Tuesday, 31 March 2026

This information will be available in the provider portal. It is the provider’s responsibility to check the portal and notify parents when they have fallen out of eligibility.

The grace period

A child will enter the grace period when the child’s parents cease to meet the eligibility criteria set out in the childcare (Free of Charge for Working Parents) (England) Regulations 2022 as determined by HMRC, or where the child is in foster care, the responsible local authority, or a First Tier Tribunal in the case of an appeal.

Local authorities will be able to access information about whether a child has ceased to meet the eligibility criteria and entered the grace period via the ECS. The grace period end date will automatically be applied to eligibility codes.

The local authority should continue to fund a place for a child who enters the grace period as set out in the early education and childcare statutory guidance for local authorities 2025.

Further details of how funding is administered locally and what providers need to do are contained in the 'Guide to Administration 2025-26' on the Early years funding CCC webpage.

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