UNIVERSITY OF TASMANIA
AND
[THE CONTRACTOR]
AGREEMENT
Table of Contents
1.
Engagement .............................................................................................................................. 3
2.
Term .......................................................................................................................................... 3
3.
Price and payment ................................................................................................................... 3
4.
Contractor’s obligations .......................................................................................................... 4
5.
Indemnity ................................................................................................................................. 4
6.
Insurance................................................................................................................................... 5
7.
Confidentiality ......................................................................................................................... 5
8.
Ownership ................................................................................................................................ 5
9.
Moral Rights ............................................................................................................................. 5
10.
Termination .............................................................................................................................. 6
11.
No assignment ......................................................................................................................... 6
12.
Relationship .............................................................................................................................. 6
13.
Law and Jurisdiction ............................................................................................................... 6
SCHEDULE ........................................................................................................................................ 7
UNIVERSITY OF TASMANIA
Agreement with Independent Contractor
DATE:
PARTIES:
UNIVERSITY OF TASMANIA of Churchill Avenue, Sandy Bay in Tasmania
(the “University”)
AND:
{NAME OF CONTRACTOR} (the “Contractor”)
AGREEMENT:
1.
Engagement
The University engages the Contractor to provide the services described in the
schedule, item 1.
2.
Term
The University engages the Contractor for the following contract period described in
the schedule, item 2.
3.
Price and payment
3.1
Contractor will provide the services for the price specified in the schedule, item
3(a).
3.2
The University will pay the Contractor as set down in the schedule, item 3(b) on
receipt of an invoice in a form acceptable to the University.
3.3
For the purposes of this clause the following expressions shall have the following
meaning:
(i)
Goods and Services Tax – means any tax imposed on the supply of goods
and services which is imposed or assessed under GST Law;
(ii)
GST Law – means A New Tax System (Goods and Services Tax) Act 1999
(as amended) and all related ancillary legislation, which provides for a
broad based consumption tax on the supply of goods and services which
becomes operative in respect of this agreement.
3.3.1 Subject to clause 3.3.2 and 3.3.3, the Contractor may increase the
fees payable by the University to reflect the impact of the
imposition of any Goods and Services Tax, which results in an
increased cost to the Contractor of providing the Services.
3.3.2 If the introduction of any Goods and Services Tax is accompanies by
the reduction in other taxes or levies, (not including income tax),
which reduces the cost of the Contractor of providing the Services,
this will be taken into account by the Contractor in calculating any
increase in fees under clause 3.3.1.
3.3.3 The Contractor will do all things necessary, including providing
invoices or other documentation in such form and detail that may
be necessary to enable or assist the University to claim or verify any
input tax credit, set off, rebate or refund in relation to any Goods
and Services Tax payable in respect of this agreement or in respect
of any supply under this agreement.
4.
Contractor’s obligations
4.1
5.
The Contractor agrees with the University:
(a)
to perform its obligations under this agreement in a competent and
professional manner and to ensure that all staff employed by the
Contractor to carry out the work are appropriately qualified, skilled and
supervised;
(b)
to ensure its staff devote sufficient time and attention to the services so
that the services are provided or the contract completed in a timely
manner in accordance with the University’s requirements;
(c)
to comply with any reasonable requests by the University in relation to the
provision of the services;
(d)
to accept responsibility for all matters in connection with the employment
of its staff including any insurance required by the Worker’s
Rehabilitation and Compensation Act 1988; and
(e)
at its own expense in executing its obligation under this agreement to
comply with all such state and federal legislation including regulations
and by-laws and all local government requirements which apply to it in
the performance of this agreement.
4.2
The Contractor shall carry out its obligations in accordance with the time frames
specified in item 4 of the schedule.
4.3
Where the Contractor requires access to University premises, access will be
available during the hours when the University is normally open or at such other
reasonable times agreed by the parties, unless specific access arrangement are
specified in the schedule, item 4(b).
4.4
When accessing University premises, the Contractor agrees to comply with the
policies of the University, including those in relation to occupational health and
safety and any reasonable directions of the University.
Indemnity
The Contractor indemnifies the University against all claims, demands, charges or
expenses made against or incurred by the University as a result of any breach by the
Contractor of this agreement or the negligent performance or failure to perform any
term or condition of this agreement.
6.
7.
Insurance
6.1
The Contractor must take out and maintain public liability insurance during the
contract period. The policy must cover the University for an amount of not less
than the amount stated in the schedule, item 5(a).
6.2
If required by the University, the Contractor must hold products liability and
professional indemnity insurance in the amount stated in the schedule, item 5(b).
6.3
The Contractor must provide proof of maintenance of the above policies of
insurance to the University on request.
Confidentiality
7.1
7.2
8.
The Contractor agrees to keep the Confidential Information of the University
confidential and agrees not to:
(a)
use the information other than for the purposes of the agreement; or
(b)
directly or indirectly disclose the information to any third party,
beyond those reasonably involved in the agreement on a need to know
basis;
(c)
without the prior written consent of the University.
For the purposes of this clause “Confidential information” means any
information designated by the University as confidential, or which is by its
nature confidential and includes information existing prior to commencement of
this agreement or created in the course of this agreement. No information will
be regarded as confidential if it:
(a)
is already in the public domain;
(a)
is received by the Contractor from a third party who is lawfully in
possession and has the power to disclose the information;
(b)
becomes available to the Contractor by any means other than a breach
of this agreement by the Contractor.
Ownership
If the Contractor in performing this agreement creates or produces data, information,
reports, objects or other materials (“the Materials”) which may be subject to copyright
or other intellectual property rights those Materials are owned by the University as and
when they are created or produced. The Contractor agrees to supply the University
with all such Materials by no later than the completion of the agreement (along with
any other material belonging to the University).
9.
Moral Rights
9.1
To the extent permitted by law, if the Contractor is the owner of Moral Rights in
any Materials the Contractor unconditionally and irrevocably consents to any act
or omission that would otherwise infringe the Contractor’s Moral Rights in these
Materials and in particular consents to the following acts:
(a)
any use of the Material that does not identify the Contractor;
(b)
any use of the Material that may falsely attribute authorship of the
Material to any other person;
(c)
9.2
10.
any alteration or deletion to the Materials by the University for the
purpose of exercising its rights under this agreement.
For the purposes of this clause 9, “Moral Rights” means rights of integrity of
authorship, rights of attribution of authorship, rights not to have authorship
falsely attributed, and rights of a similar nature conferred by statute that exist, or
may come to exist in the Materials.
Termination
The University may terminate this agreement by notice in writing to the Contractor if
the Contractor is in breach of a term or condition of this agreement and the breach is
not remedied within 14 days of service on the Contractor of a written notice specifying
the breach and requiring it to be remedied. Such termination will be without prejudice
to any right or action the University may have against the Contractor.
11.
No assignment
This agreement cannot be assigned without the consent of the other party.
12.
Relationship
Nothing in this agreement constitutes a relationship of partnership or of employer and
employee between the parties and the parties expressly deny any such relationship.
13.
Law and Jurisdiction
13.1
This agreement is governed by the laws of Tasmania.
13.2
Each party submits to the non-exclusive jurisdiction of the Supreme Court of
Tasmania.
SIGNED by the parties the day and year written above.
SCHEDULE
ITEM
1
(Clause 1)
-
2
3
Services
(Clause 2)
-
Commencement date
-
Completion date
(Clause 3)
(a) - Price
$
(b) - Payment
 by one instalment of $
completion of the work;
on satisfactory
 by instalments of $
as and when the work
is completed to the satisfaction of the University;
 by instalments of $
on production of
invoices and satisfactory evidence of the work being
carried out.
(Delete inapplicable)
4
5
(Clause 4)
(a)
Time requirements (if applicable)
(b)
Specific access arrangements (if applicable)
(Clause 6)
(a)
Contractor’s public liability insurance amount
$
(b)
Products liability
Yes/No – If Yes $
(c)
Professional indemnity insurance
Yes/No – If Yes $
SIGNED by
)
an authorised officer, for and on behalf of the
)
UNIVERSITY OF TASMANIA in the
)
presence of:
)
…………………………………………………
Witness (please sign)
…………………………………………………
Full name
………………………………………………..
Address
…………………………………………………
Occupation
EXECUTED by [name of contractor] in
accordance with section 127 of the
Corporations Act 2001 by:
_________________________________
Signature
________________________________
Signature
_________________________________
Print Name
________________________________
Print Name
Director
Sole Director and Sole Company
Secretary*
_________________________________
Office
Director
Company Secretary*
_________________________________
Office
*Delete one