SECONDMENT AGREEMENT
THIS AGREEMENT, in duplicate, dated as of the
day of
, 20
.
BETWEEN:
THE UNIVERSITY OF MANITOBA
(hereinafter referred to as the “UNIVERSITY”)
-and-
(hereinafter referred to as the “HOME INSTITUTION”)
WHEREAS:
A.
The UNIVERSITY requires a person to provide the services of a
and wishes
, a non-unionized employee of the HOME INSTITUTION (the “SECONDEE”), to
provide such services (the “services”);
B.
The HOME INSTITUTION is prepared to release the SECONDEE from duties at the
HOME INSTITUTION so that the SECONDEE may provide services to the
UNIVERSITY in accordance with the terms and conditions of this Agreement;
C.
The HOME INSTITUTION is prepared to provide the services to the UNIVERSITY in
accordance with the terms and conditions of this Agreement.
NOW WITNESSETH that by their mutual covenants and for good and valuable consideration,
the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:
ARTICLE 1: SECONDMENT
1.1
For the term of this Agreement, the HOME INSTITUTION shall permit service to the
UNIVERSITY for
% of the SECONDEE’s regular working hours with the HOME
INSTITUTION.
1.2
The SECONDEE shall report to the UNIVERSITY in respect of the services provided to
the UNIVERSITY during the term of this Agreement.
ARTICLE 2: TERM
2.1
The term of this Agreement shall be from
, 20
to
, 20
, unless
extended by mutual agreement of the parties under section 2.2 of this Agreement or
unless earlier terminated under sections 2.3, 2.4, 2.5, or 2.6 of this Agreement.
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2.2
This Agreement may be extended by mutual agreement of the parties in writing, upon
such terms and conditions as the parties may agree, in writing.
2.3
This Agreement may be earlier terminated without cause upon 60 days prior written
notice by either the HOME INSTITUTION or the UNIVERSITY, or upon such other
period of notice as may be mutually agreed upon by the parties in writing;
2.4
Notwithstanding any other provision of this Agreement, the UNIVERSITY may
terminate this Agreement with immediate effect if, in the opinion of the UNIVERSITY,
the services provided pursuant to this Agreement are unsatisfactory or improperly
performed.
2.5
Notwithstanding any other provision of this Agreement, the HOME INSTITUTION may
terminate this Agreement with immediate effect in the event that the UNIVERSITY fails
to remedy or take action to remedy any breach of a term of this Agreement.
2.6
Notwithstanding any other provision of this Agreement, any party may terminate this
Agreement with immediate effect in the event that a part of this Agreement cannot be
performed due to causes that are outside the control of the parties and could not be
avoided by exercising of due care.
2.7
Should the HOME INSTITUTION be unable to provide the services identified in this
Agreement due to death or extended absences related to illness or injury, there is nothing
in the Agreement that requires the HOME INSTITUTION to make available to the
UNIVERSITY an alternate SECONDEE.
ARTICLE 3: SALARY, BENEFITS AND EXPENSES
3.1
Subject to section 3.3, the UNIVERSITY shall pay to the HOME INSTITUTION
% of the following amount, as reimbursement for the services provided by the
HOME INSTITUTION to the UNIVERSITY pursuant to this Agreement:
(a)
base salary in the amount of $
per annum; and
(b)
the actual cost of staff benefits and pay levy (estimated to be approximately
% of base salary);
for each respective 12 month term of the Agreement, to be paid in accordance with
section 3.2 of this Agreement. The parties agree that the amounts identified in section 3.1
will be modified to reflect any subsequent adjustments to which the SECONDEE would
otherwise be entitled as an employee of the HOME INSTITUTION or by legislation
provided that written notice to the UNIVERSITY shall be given forthwith by the HOME
INSTITUTION.
3.2
The UNIVERSITY shall pay to the HOME INSTITUTION the amounts stipulated in
section 3.1 in monthly installments, upon receipt of invoices therefor.
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3.3
The base salary stipulated in section 3.1(a) shall be adjusted to reflect any increase to
which would otherwise be entitled as an employee of the HOME INSTITUTION.
3.4
Arrangements respecting payment of expenses incurred shall be between the
UNIVERSITY and the SECONDEE. However, the UNIVERSITY shall not be liable for
any expenses incurred unless the UNIVERSITY gives it prior written approval.
3.5
The HOME INSTITUTION shall not be responsible for any expenses incurred by the
SECONDEE in the course of providing services to the UNIVERSITY pursuant to this
Agreement
3.6
With the exception of sick leave, any request for leave during the term of the Agreement
(e.g. educational or vacation) shall require the prior approval of both the UNIVERSITY
and the HOME INSTITUTION, which approval shall not be unreasonably withheld. The
UNIVERSITY shall maintain a record of any leave (e.g. sick, vacation, educational)
granted to the SECONDEE in the course of providing services to the UNIVERSITY. The
UNIVERSITY shall provide this record to the HOME INSTITUTION on a monthly
basis.
ARTICLE 4: STATUS
4.1
During the term of this Agreement, the SECONDEE shall remain an employee of the
HOME INSTITUTION and shall be entitled to the rights and benefits that would be
applicable to the SECONDEE's position at the HOME INSTITUTION.
ARTICLE 5: CONFIDENTIALITY AND OWNERSHIP OF INFORMATION
5.1
It is agreed that all materials, programs, reports, and correspondence of any nature
prepared in the course of providing services to the UNIVERSITY during this Agreement
shall be the property of the UNIVERSITY. While this Agreement is in effect, and at all
times thereafter, the SECONDEE shall treat as confidential all information, data, reports,
documents and materials acquired or to which access has been given in the course of
providing services to the UNIVERSITY pursuant to this Agreement and shall not
disclose or permit to be disclosed any such information without first obtaining the
permission of the UNIVERSITY.
5.2
The SECONDEE will abide by the policies of the UNIVERSITY in the performance of
the SECONDEE’s duties for the UNIVERSITY.
5.3
It is agreed that all materials, programs, reports, and correspondence of any nature
prepared in the course of providing services to the HOME INSTITUTION during the
term of this Agreement shall be the property of the HOME INSTITUTION. While this
agreement is in effect, and at all times thereafter, the SECONDEE shall treat as
confidential all information, data, reports, documents and materials acquired or to which
access has been given in the course of providing services to the HOME INSTITUTION
during the term of this Agreement and shall not disclose or permit to be disclosed, any
such information without first obtaining the permission of the HOME INSTITUTION.
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5.4
It is agreed that the UNIVERSITY shall prepare and provide a written assessment to the
HOME INSTITUTION within 2 months of the cessation of this Agreement or renewal
thereof. The assessment shall take the form of a performance measure outlining the
UNIVERSITY’s level of satisfaction with the services provided under this Agreement.
ARTICLE 6: INDEMNITY
6.1
6.2
The UNIVERSITY shall at all times indemnify and save harmless the HOME
INSTITUTION, its officers, directors, employees and agents from and against every
claim, demand, cost, loss, expense, damage, action suit, and proceeding of any kind
made, brought, sustained prosecuted or threatened to be made, brought or prosecuted in
respect of any injury to or death of a person or damage to or loss of property in any
manner based upon, arising during, occasioned by, attributable to or resulting from or by
virtue of providing services to the UNIVERSITY, including:
(a)
any act or omission of the SECONDEE in the provision of services to the
UNIVERSITY under this agreement regardless of where those services are
performed; and
(b)
any act or omission of the UNIVERSITY in the control and direction of the
SECONDEE in the course of the SECONDEE providing services to the
UNIVERSITY.
HOME INSTITUTION shall at all times indemnify and save harmless the
UNIVERSITY, its officers, directors, employees and agents from and against every
claim, demand, cost, loss, expense, damage, action, suit, and proceeding of any kind
made, brought, sustained, prosecuted, or threatened to be made, brought or prosecuted in
respect of any injury to or death of a person or damage to or loss of property in any
manner based upon, arising during, occasioned by, attributable to or resulting from or by
virtue of providing services to the HOME INSTITUTION, including:
(a)
any act or omission of the SECONDEE in the provision of services to the HOME
INSTITUTION regardless of where those services are performed;
(b)
any act or omission of the HOME INSTITUTION in the control and direction of
the SECONDEE in the course of providing services to the HOME
INSTITUTION; and
(c)
anything relating to the HOME INSTITUTION’s use of the written assessment
referred to in section 5.4 of this Agreement.
ARTICLE 7: DISPUTE RESOLUTION
7.1
If the parties’ representatives cannot agree to a mutually acceptable resolution of any
issues arising from this Agreement, the dispute shall be jointly referred to the VicePresident (Administration) at the UNIVERSITY or designate and appropriate Executive
Director of the HOME INSTITUTION or designate. If the issue is not resolved within 21
days of such referral, subject to contrary provision in applicable collective agreements,
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the parties shall appoint a mediator to attempt to resolve the dispute. In the event that the
parties are unable to achieve a mediated resolution of the dispute within 30 days from the
appointment of a mediator (or such longer period as the parties may agree), the matter
shall be referred to arbitration pursuant to the provision of The Arbitration Act
(Manitoba).
ARTICLE 8: GENERAL
8.1
Article 5.1, 5.3, 6.1, and 6.2 shall survive the expiry or termination of this Agreement.
8.2
This Agreement shall be construed in accordance with the laws of Manitoba as applied to
transactions taking place entirely within Manitoba between Manitoba residents.
8.3
Both before and after the expiry or termination of this Agreement, the parties shall
execute all documents and do all acts and things as any other party may reasonably
request in order to carry out the intent of this Agreement.
8.4
The parties may amend any provision of this Agreement at any time by mutual agreement
in writing.
8.5
Any notices given under this Agreement shall be in writing and delivered or sent by
courier, facsimile transmission or registered mail to the respective addresses set out
below or such other address as one party may notify the other, in writing:
8.6
If to the University:
Attention:
Facsimile No.:
If to the Home Institution:
Attention:
Facsimile No.:
8.7
This Agreement may be executed in any number of counterparts and by different parties
in separate counterparts, each of which when so executed shall be deemed to be an
original and all of which taken together shall constitute one and the same agreement.
Delivery by facsimile or by electronic transmission in portable document format (PDF) of
an executed counterpart of this Agreement is as effective as delivery of an originally
executed counterpart of this Agreement.
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IN WITNESS WHEREOF the parties have duly executed this Agreement as of the date first
written above.
THE UNIVERSITY OF MANITOBA
Per:
Name:
Title:
Per:
Name:
Title:
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