2015-04-28 Attachment 1 to Item 7 Planning and Organisation Committee Agenda - Green Army Project Agreement

16.      Suspension or termination
16.1     Suspension or termination of Deed
         (a)   The parties acknowledge that this Agreement is automatically terminated as
               and when:
               (i) | the Deed or Agreement for Services is terminated;
               (ii) | any contractual agreement between the Service Provider and the
                     Commonwealth in relation to the Project is terminated; or
               (iii) | the Commonwealth makes a written direction requiring that this
                     Agreement be terminated.
         (b)   The parties acknowledge that this Agreement is automatically suspended as
               and when:
               (i) | the Deed or Agreement for Services is suspended; or
               (ii) | any contractual agreement between the Service Provider and the
                     Commonwealth in relation to the Project is suspended.
16.2     Termination for default
         (a)   Without limiting any other rights or remedies a party may have against the
               other party arising out of or in connection with this Agreement, a party may
               terminate this Agreement effective immediately by giving notice to the other
               party (the defaulting party) if:
               (i) | the defaulting party breaches a material provision of this Agreement
                     where that breach is not capable of remedy;
               (ii) | the defaulting party breaches any provision of this Agreement and fails
                     to remedy the breach within 14 days after receiving notice requiring it to
                     do so;
               (iii) the defaulting party fails, or is failing to, deliver a Project in accordance
                     with the terms of this Agreement;
               (iv)  in the opinion of the party, a Conflict of Interest exists which would
                     prevent the defaulting party from performing its obligations under this
                     Agreement; or
               (v)   an event specified in clause 16.2(c) happens to the defaulting party.
         (b)   Without limitation, for the purposes of clause 16.2(a), each of the following
               constitutes a breach of a material provision (as applicable):
               (i) | breach of warranty under clause 3 (Warranties and representations)
               (ii) | a failure to comply with clause 4 (Conduct of the Project);
               (iii) a failure to notify the other party of a Conflict of Interest under
                     clause 4.9 (Conflict of Interest);
               (iv)  a failure to comply with clause 5 (Provision of services by the Service
                     Provider);
               (v)   a failure to comply with clause 6 (Contributions), including a failure to
                     provide either in-kind or monetary contributions;
               (vi)  a failure to comply with clause 7 (Work, health and safety);
               (vii) a failure to comply with clause 10 (Audit and Access);
               (viii) a failure to comply with clause 12 (Confidential Information);

Green Army Project Agreement in relation to Managing weed threats from bushland reserves and coastal habitats in Noosa LGA.
Project ID B0270003901G TEM5191 issued 09/04/2015                                         page 25