Date

Insert contact person's name, name of company and company address]

Dear

Engagement as Consultant

This letter is to confirm the appointment of insert name of consultant, [ACN xxx or ABN xxx] ("the Consultant"), of address of registered office, to provide certain consultancy services to Griffith University ABN78106094461("Griffith") of 170 Kessels Road, Nathan, QLD, 4111. References to the “Consultant” include the Consultant’s officers, employees, agents, contractor staff or professional advisers participating in the performance or management of these Terms.

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The appointment of the Consultant is on the following terms and in accordance with the attached Schedule (together, the "Terms"). If you disagree with anything in these Terms please let us know so we can discuss and consider changes. If all is in order, please sign this letter in the place marked and return a fully signed copy to Griffith as soon as possible.

(a)The details of the project, the consultancy services, the fees payable by Griffith and other matters are set out in the Schedule.

(b)The Consultant will act professionally at all times in the performance of the consultancy services and will use only the key personnel in accordance with the Terms.

(c)The University will reimburse the Consultant only for the reimbursable expenses described in the Schedule properly incurred by the Consultant in providing the consultancy services.

(d)If the consultancy services or other supply hereunder becomes subject to GST, and if the recipient of the consideration is liable to GST in relation to supply, then the amount payable hereunder shall be adjusted by the amount of the GST.

(e)Both the Consultant and Griffith agree to do all things, including providing invoices or other documentation in such form and detail that may be necessary to enable or assist any claim or verify any input tax credit, set off, rebate or refund in relation to any GST payable with respect to the consultancy services or supply.

(f)If at any time the Consultant believes that Griffith is requesting any services in addition to the services described in the Schedule, the Consultant will notify Griffith and the parties will endeavour to agree in writing on an additional charge for providing the additional services on these Terms.

(g)These Terms constitute the entire agreement between the parties and may not be varied except in writing signed by both parties. The Terms and the appointment of the Consultant do not give rise to any relationship of partnership, principal and agent or employer and employee.

(h)All works, items, materials and information of whatever nature (whether tangible or in the nature of intellectual property, including copyright, patents and rights of confidential information) produced or developed by the Consultant in the course of providing the consultancy services (“Project Material”) will vest in Griffith upon their creation, and the Consultant will do all things necessary to bring this about.

(i)To the fullest extent permitted by law, the Consultant unconditionally and irrevocably consents to and authorises Griffith, and will use its best endeavours to ensure that all individuals who are officers, employees, agents and subcontractors of the Consultant who have or might acquire moral rights in relation to the Project Material provide a free, unconditional and irrevocable consent to and authorise Griffith, to perform the following acts and make the following omissions which would otherwise amount to an infringement of the Consultant’s or their moral rights in the Project Material:

(i)make any alteration to or deletion from the Project Material but not attribute authorship of the altered material;

(ii)make any use of the Project Material that does not identify the individual as the author of that Project Material;

(iii)make any use of the Project Material that may attribute authorship of the Project Material to any person;

(iv)all acts and omissions:

(A)comprised in the copyright in the Project Material;

(B)otherwise licensed or permitted under these Terms or law to be done by Griffith; or

(C)necessary to be done to enable Griffith to enjoy the benefit of the Project Material, as contemplated by these Terms.

(j)The Consultant will ensure that the works, items, materials and information are used, copied and supplied only for the purposes of Griffith's project.

(k)The Consultant will not disclose any information confidential to Griffith, including the Terms, gained in the course of the project.

(l)Where the Consultant has access to any information or an opinion (including information or an opinion forming part of a database), whether true or not and whether recorded in a material form or not, about an individual whose identity is apparent or can reasonably be ascertained, from the information or opinion (“Personal Information”) in order to fulfil its obligations under these Terms, it must comply with its obligations under:

(i)the Information Privacy Act (Qld) 2009;

(ii)Griffith’s Personal Information Privacy Plan; and

(iii)such other privacy and security measures as Griffith notifies the Consultant of in writing from time to time

to the extent that it relates to the Personal Information.

(m)At all times when using any results of the consultancy services, Griffith will ensure appropriate accreditation and acknowledgement is given to the contribution of the Consultant and any key personnel.

(n)The Consultant indemnifies Griffith against any liability, cost, loss or damage suffered or incurred as a result of a breach of the Terms by the Consultant or any act or omission of the Consultant, its employees or agents.

(o)The Consultant must effect, maintain and provide evidence of the insurance policies set out in the Schedule with an insurance company acceptable to Griffith for the term of the consultancy and for a period of 12 months after the term.

(p)The University may terminate these Terms with immediate effect by giving notice to the Consultant within 14 days written notice.

(q)The University may terminate these Terms with immediate effect by giving notice to the Consultant if the Consultant:

(i)breaches any provision of these Terms and fails to remedy the breach within 30 days after receiving notice requiring it to do so;

(ii)breaches a material provision of these Terms where that breach is not capable of remedy; or

(iii)is unable or unwilling to perform the consultancy services in a manner acceptable to Griffith, at Griffith’s sole discretion.

(r)Termination of these Terms under clauses (p) and (q)does not affect any accrued rights or remedies of either party.

(s)The University’s sole liability to the Consultant pursuant to these Terms will be limited to the total fees payable by Griffith to the Consultant pursuant to these Terms.

(t)Any communication in relation to these Terms must be delivered by hand, mail or fax to the addresses in the Schedule, or another address notified in writing by the relevant party.

(u)These Terms may be signed in counterparts (whether in original, facsimile or scanned form) and all those counterparts together make one instrument.

SIGNED for and on behalf of GRIFFITH)......

UNIVERSITY by :

Suganthi Sivasubramaniam,)Signature

Head of Business Services.)

)......

)Date

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ACCEPTED & SIGNED by [INSERT NAME] who warrants by signing they have authority to sign this document on behalf of the Consultant. / )
)
)
)
) / ......
Signature of Authorised Officer
......
Date
ACCEPTED & SIGNED by [INSERT COMPANY NAME] in accordance with section127(1) of the Corporations Law by authority of its directors: / )
)
)
)
)
) / ......
Signature of Director
......
print name of Director
......
Signature of Director/Secretary
......
print name of Director/Secretary
......
Date

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SCHEDULE

Name of Project
Description of the Consultancy Services / [be as precise and complete as possible; include any timetable, targets, 'milestones', deliverables such as reports, models etc. If appropriate, refer to and attach additional documentation such as Griffith's brief or invitation to tender, but qualify or add to it if necessary]
Key Personnel to provide the Consultancy Services / [INSERT NAME OF KEY PERSONNEL]
and any other appropriately qualified personnel appointed or substituted by the Consultant with the prior written consent of Griffith from time to time.
Fees and Terms of Payment / [N.B. Please provide banking details, including BSB, Account Name and Account Number.]
[Detail fees and method of payment, eg. bank cheque, direct deposit to specific account, etc; if by invoice specify frequency of invoices and time for payment (eg. by monthly invoice from Consultant, payable within 14 days of receipt by University.]
Fees stated are exclusive of GST.
Reimbursable Expenses / [consider including maximum amounts for any reimbursable expense, eg. Travel and accommodation of key personnel to a maximum of $3,000; or state : Only those expenses to which the Consultant has obtained Griffith's prior written consent.]
Term of Consultancy / Commencement Date:
Completion Date:
Consultant's Insurance Policies / Policy / Minimum cover in relation to any one occurrence
Professional Indemnity / $5,000,000
Public Liability / $10,000,000
Workers’ Compensation (including common law liability for Workcover Gap) / As required by law
University's Address / [INSERT CONTACT NAME]
[INSERT DEPARTMENT]
[INSERT CAMPUS]
[INSERT ADDRESS]
Phone:
Fax:
Email:
Consultant's Address / [INSERT CONTACT NAME]
[INSERT ADDRESS]
Phone:
Fax:
Email:

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