NFSP00001082
NFSP00001082
2019
Deed of Variation
of
Grant Framework Agreement
Post Office Limited “ and
National Federation of Sub-Postmasters @
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CONTENTS
Clause Page
DEFINITIONS AND INTERPRETATION .
VARIATION TO THE GRANT AGREEMEI
GOVERNING LAW.
JURISDICTION ..
Rens
‘AC_155020741_6
NFSP00001082
NFSP00001082
DATE 2019
PARTIES
(1) POST OFFICE LIMITED a company incorporated and registered in England and Wales with
company number 02154540 whose registered office is at Finsbury Dials, 20 Finsbury Street,
London, EC2Y 9AQ (POL);
(2) NATIONAL FEDERATION OF SUB-POSTMASTERS a company incorporated and registered in
England and Wales with company number 09771284 whose registered office is at Evelyn House,
22 Windlesham Gardens, Shoreham-by-Sea, United Kingdom BN43 5AZ (NFSP).
BACKGROUND
(A) POL and the entered into a grant framework agreement (Grant Agreement) on 21 July 2015 with
the National Federation of Sub-Postmasters (an unincorporated association) (Outgoing Party).
(B) The Grant Agreement was amended and novated to the NFSP by a deed of novation and
variation between POL, the Outgoing Party and the NFSP and dated 5 September 2016
(Novation Agreement).
(C) The parties wish to further amend the Grant Agreement as set out in this deed with effect from
the date of this deed (Effective Date).
AGREED TERMS
41. DEFINITIONS AND INTERPRETATION
Unless otherwise separately defined in this deed, the words and expressions defined in the Grant
Agreement, together with the interpretation provisions therein, shall have the same meaning and
effect as if set out in full in this deed.
2. VARIATION TO THE GRANT AGREEMENT
2.1 With effect from the Effective Date, the Grant Agreement shall be varied as follows:
PAA the definition of “DPA” where it appears in clause 1.1 shall be deleted and shall be
replaced by “ any and all current and future laws, rules, regulations, and/or directives
(whether foreign, federal, state or local) including those that protect Personal Data from
unauthorised processing, disclosure, use, or reproduction, or that trigger a duty to
notify an individual whose Personal Data has been, or may have been, the subject of
unauthorised access or acquisition. “Data Law” includes the General Data Protection
Regulation (Regulation (EU) 2016/679 of the European Parliament and of the Council
of 27 April 2016) (“GDPR’) and the Data Protection Act 2018 and any other applicable
laws relating to data protection or privacy in the United Kingdom including any
successor legislation”.
vtaleS the definition of “Event of Clawback” where is appears in clause 1.1 and where it
appears in the remainder of the Grant Agreement shall be deleted .
2.1.3 in clause 4.5.3 the words “proposed use of the “ shall be inserted between the works
“the” and “Annual” and the works “can and can't be used for shall be deleted”.
2.1.4 in clause 4.7 word “review” shall replace the word “approval”
2.1.5 Clauses 4.8-4.10 shall be deleted.
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2.4.42.1.6clause 5.2 shall be amended by deleting "(subject to clause 5.3 and any obligations of
confidentiality which are contained in this Agreement, any other agreement between
POL and the NFSP or elsewhere which contain obligations of confidentiality)";
24.22.1.7the text in clause 4.4 shall be deleted and replaced with " When the NFSP introduces a
system of free membership of the NFSP for some or all Post Office Operators then the
NFSP shall discuss such a process with POL in advance.";
24.32.1.8clauses 5.3, 5.7.5.9 and 15.1.3 shall be deleted and the remaining sub-clauses in
clauses 5 and 15.1 shall be renumbered accordingly; -and
2.1.9 clause 6.2 shall be amended to delete the word “approved” where it appears in the
clause;
2.1.10 clause 17.1 — 17.5 shall be deleted in their entirety and the remaining sub-clauses shall
be renumbered accordingly.
yt st al Sub clauses 17.6.1 _and 17.6.3 shall be deleted and the remaining sub-clause shall be
renumbered accordingly.
24.42.1.12 clause 23.2 shall be amended by deleting "Subject to POL's rights set out in
clauses 23.3 and 24 (Freedom of Information), the parties shall keep confidential the
contents of this Agreement." and the word “also where it appears after the works “The
parties shall”.
2.2 Except as expressly set out in this clause 2, the Grant Agreement and the Novation Agreement
shall continue in full force and effect.
3. GOVERNING LAW
This deed and any dispute or claim arising out of or in connection with it or its subject matter or
formation (including non-contractual disputes or claims) shall be governed by and construed in
accordance with the law of England and Wales.
4, JURISDICTION
Each party irrevocably agrees that the courts of England and Wales shall have exclusive
jurisdiction to settle any dispute or claim arising out of or in connection with this deed or its
subject matter or formation (including non-contractual disputes or claims).
This Deed is made on 2019
Executed as a deed by affixing the
Common Seal of POST OFFICE
LIMITED in the presence of a duly
authorised signatory:
Aduly authorised signatory
Executed as a deed by NATIONAL
FEDERATION OF SUB-
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POSTMASTERS acting by two
Directors or by one Director and the
Company Secretary: Director
Director/Secretary
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[Annex
The Grant Agreement]
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