When a supplier builds or runs your service, or when you contract a team to build one, the contract is where the promises live. The rest of the playbook keeps telling you to put things in the contract. This page puts them all in one place and shows them as a real contract would look, for our example service, the grant portal.
This is a tour of a sample contract. It is not a legal template, and it does not set the rules. The rules that govern federal contracts sit with PSPC, the Directive on the Management of Procurement, and CanadaBuys. For how to run the buying itself, see the Procurement thread. This page is only about what a good agreement should contain.
The parts a contract is assembled from
Before the tour, it helps to know that a Government of Canada contract is not one document. It is a stack, assembled from standard parts plus the ones the department writes itself.
The articles of agreement. The front matter: who is contracting with whom, for what, for how long, and for how much. Short, and the part everyone reads.
The general conditions. Standard clauses that apply to whole classes of contract, pulled in by number rather than written out. They cover things like liability, termination and intellectual property.
The supplemental general conditions. Additional standard sets that attach when the subject matter calls for them, such as those covering software or the handling of protected information.
The statement of work. The description of the work, written from your requirements. This is the part the department actually writes, and the part a supplier is held to day to day.
The basis of payment. What gets paid, when, and against what. Firm price, ceiling price, rates by labour category, or a mix.
The annexes. Everything attached: the security requirements checklist, the accessibility clauses, and the service levels.
A mock-up or design, if you attach one.optional Not a required part, and worth a moment's thought before adding. Anything annexed forms part of the agreement, so a design attached without qualification is something the supplier can be held to, and something you pay an amendment to change. If it is there to show intent rather than to be built to, say so in the annex itself.
The options. Work described and priced now that Canada may call on later, including the build that can follow a prototype.
Where two parts contradict each other, the order of precedence set out in the contract decides which wins, and the articles of agreement normally sit at the top. It is worth reading that clause once, because it tells you whether the statement of work you wrote can be overridden by a standard condition you never read.
The department writes the statement of work, the requirements behind it, and the annexes that carry the service levels and the security and accessibility clauses. The contracting authority assembles the rest.
How to read this contract
A real contract is built from parts. There is a short main agreement, the Articles of Agreement, and then the detail is attached at the back in numbered sections called schedules (a contract word, some lawyers say annexes or appendices). We use the contract's own words here so the page reads like the real thing you would sign. It is shortened and plain, but laid out the way a real one is.
Some schedules are in almost every service contract, the standard backbone: the statement of work, the price, the service levels, and how the supplier hands the service back at the end. Others are added to fit the particular service. The grant portal holds people's personal and financial information, so it carries schedules for security, privacy, accessibility, the parts it is built from, and the data it keeps.
So each schedule below carries a tag: Standard, in every contract means it is conventional, in nearly every service contract; Added for this service means we wrote it in because of what the grant portal is and the information it holds.
The contract
Contract for the grant portal
This Agreement is between His Majesty the King in right of Canada, represented by the department (Canada), and the Supplier.
Articles of Agreement
1.The work. The Supplier shall deliver and operate the grant portal, the online service people use to apply for and manage grants and contributions, as set out in Schedule A.
2.Term. This Agreement runs for three years from the start date, with two optional one-year extensions at Canada's choice.
3.Price. Canada shall pay the Supplier as set out in Schedule B.
4.The Supplier's obligations. The Supplier shall meet the requirements in Schedules C through I.
5.Oversight. Canada may verify the Supplier's compliance with this Agreement at any time, and the Supplier shall give Canada the access and evidence needed to do so.
6.Order of precedence. If a Schedule conflicts with these Articles, the Articles prevail.
The Schedules attached form part of this Agreement.
Why the Term has option years
Three years with two optional one-year extensions is a common shape, and each part of it is doing a job. The three years are what Canada commits to. The two extension years are Canada's to take or leave, one at a time. Taking one is an amendment to the contract that already exists, so it can be done in weeks.
That is what makes them worth writing in. Running a fresh competition takes the better part of a year once the requirement, the solicitation, the evaluation and the approvals are counted. If the contract simply ends and nothing has been started, the only quick way to keep the service running is an emergency extension negotiated from a weak position. An option year buys the time to run the next competition properly, or to move the service somewhere else.
Two things to check before counting on them
The choice has to be Canada's alone. A clause where the supplier can decline the extension, or reprice at it, is not the protection it looks like. The rates for the option years belong in Schedule B alongside the rest of the price.
An option year buys time, not room for new work. New work arrives through task authorizations (A.4), paid at the contract's rates and capped by their own ceiling (B.4). Growth and Maturity both spend from that ceiling, so check what is left of it before promising anyone a date.
The schedules
What the supplier is hired to build and run.
A.1The Supplier shall design, build, and operate the grant portal so an applicant can create an account, apply for a grant, upload documents, and track a decision.
A.2The Supplier shall meet the delivery dates set out in this Schedule.
A.3The Supplier shall provide the people and skills needed to run the service for the Term.
A.4Canada may add work not named in this Schedule by issuing a task authorization: a written description of the task, priced at the rates in Schedule B, approved before the work starts. Every task must fall within the scope of this Agreement.
You are already working to the Government of Canada Digital Standards, design with users, iterate and improve frequently, work in the open, use open standards, address security and privacy, build in accessibility, empower staff, be good data stewards, design ethical services, and collaborate widely, and to the law on privacy, security, official languages, and accessibility. The standards say how the government works in the digital world. The six Government of Canada digital competencies say what every public servant has to be able to do to work that way, and the team page covers them. This guide builds on those.