Strategic and Governance Services

Template agreements

Most activities involving a relationship between ECU and an external party will require a formal contract or agreement, setting out the terms and conditions of the arrangement as agreed between both parties.

Examples include, but are not limited to:

• Contracts/agreements with external funding bodies (State and Federal Government, private industry partners, etc);
• Agreements with offshore institutions for the provision of ECU programs overseas;
• Consultancy Service Agreements;
• Confidentiality Agreements;
• Deeds of Variation and Deeds of Assignment;
• Contracts for the provision of services (external suppliers); and
• Leases and Licence Agreements.

Legal and Integrity has prepared a range of template agreements for use by ECU schools and centres. The purpose of the template agreements is to manage ECU’s risks in relation to contracts that it regularly enters into.

The benefits of using the templates include:

• establishing standardised terms on which ECU will contract;
• facilitating the prompt entering into of contractual relationships; and
• an ability to be signed by an appropriate delegate.

Using the templates

Template agreements must be downloaded from our website to ensure you are always using the current version. We will update the templates regularly.

Each template comes with a user guide. Please follow this guide each time as it explains when the  template may be used, how to complete it and the conditions of use.

Who can sign templates?

The Delegations Manual sets out the delegated authorities within ECU. Please check this manual before signing a template agreement.

Template agreements

For template agreements please refer to general templates.

Research Services templates

These templates should be used where a research agreement is drafted by ECU or an external party. For more information, see our Research Services agreements web page.

If you require assistance in drafting or reviewing an agreement provided by an external party, please contact us.

Agreement guidance

It’s important to ensure that a contract or agreement to which ECU is a party clearly sets out the key elements of the arrangement and safeguards the University's interests. Failure to ensure this could put the relationship and ECU at risk.

Essential elements of any contract or agreement include:

• the responsibilities of the parties;
• the consideration (often price);
• insurance and indemnity provisions;
• the duration of the relationship or the time for performance; and
• procedures for handling disputes.

Agreements signed by the Vice-Chancellor

Some agreements should be signed by the Vice-Chancellor. These include agreements:

• with a high level of risk;
• with a high level of financial implications; and
• where the ECU Delegations Manual requires the Vice-Chancellor to authorise the arrangement.

Agreements for the Vice-Chancellor's signature should be forwarded to the Manager, Legal and Integrity with a briefing memo:

• addressed to the Vice-Chancellor;
• signed by the Executive Dean or equivalent senior officer;
• providing background to the agreement; and
• concluding with a clear recommendation that the agreement be signed.

The agreement will be reviewed by staff of the Legal and Integrity prior to being forwarded to the Vice-Chancellor for signature.

Agreements signed by other staff

Agreements containing insurance or indemnity clauses should be forwarded to the Manager, Risk and Assurance for advice prior to being signed.

Please refer to the Delegations Manual for information on delegations for the signing of agreements.

Agreements requiring the Common Seal

Agreements occasionally need to be signed and sealed with the University's Common Seal. These include agreements relating to land transactions and deeds (such as deeds of gift) where there is no consideration.

Several days' extra time should be allowed for the application of the Common Seal. A two-part procedure applies:

• Agreements should be forwarded to the Manager, Legal & Integrity with a covering memo addressed to the Vice-Chancellor and signed by the Executive Dean or equivalent senior officer. The memo should provide background to the agreement and conclude with a clear recommendation that the agreement be signed and sealed.
• Legal & Integrity will arrange for the approvals of the Vice-Chancellor/the Chancellor for the affixing of the Common Seal and for the execution of the agreement under seal.

If more convenient, a School or Centre may arrange for the written approval of the Vice-Chancellor prior to forwarding the agreement to the Manager, Legal & Integrity. In this case, the wording of the recommendation must make it clear that the Vice-Chancellor's approval is requested for the agreement to be signed and sealed.

Safekeeping of signed original agreements

Records and Archives Management Services provide guidance on the safekeeping of vital records. For more information, see their Recordkeeping Manual web page.

Processes currently under review

A review of the processes relating to agreements is currently being undertaken by us with a view to clarifying these to better assist ECU staff and further minimise risk.

In the interim, you should contact one or more of the staff listed below for assistance.

General issues, engaging legal advice
Clarke Drury
Manager, Legal and Integrity
Telephone: (61 8) 6304 2158

Overall risk issues, insurance and indemnities
Tamlyn Lennox
Manager and Chief Risk Officer, Enterprise Risk
Telephone: (61 8) 6304 7109

Procurement
Duane Redden
Manager, Strategic Sourcing and Contracts
Telephone: (61 8) 6304 2755

International
Simon Davies Burrows
Manager, International Office
Telephone: (61 8) 6304 2438