2018-06-27 SM - Attachment 2 to Item 1 - Draft Funding Deed

     (b)   supersedes any prior written or other agreement of the parties.
16.2 No relationship
     (a)   Nothing contained in this deed will be taken as giving rise to any employment, agency,
           partnership or joint venture relationship between the parties.
     (b)   The Contributors (including its Representatives):
           (i)    have no authority or power, and must not purport to have the authority or power, to bind
                  the Department or make representations on behalf of the Department; and
           (ii)   must not hold itself out or engage in any conduct or make any representation which may
                  suggest to any person that the Contributors are for any purpose an employee, agent,
                  partner of or joint venturer with the Department; and
16.3 No representation or reliance
     (a)   The parties acknowledge that no party (nor any person acting on a party’s behalf) has made
           any representation or other inducement to it to enter into this deed except for representations
           or inducements expressly set out in this deed.
     (b)   The parties acknowledge and confirm that they do not enter into this deed in reliance on any
           representation or other inducement by or on behalf of any other party, except for
           representations or inducements expressly set out in this deed.
16.4 Assignment
     A party must not assign, novate or subcontract the whole or any part of this deed without the prior
     written consent of the other parties.
16.5 Amendments
     This deed may only be varied by a document signed by or on behalf of all parties.
16.6 Further acts and documents
     The Contributors must promptly do all acts and deliver all documents (in form and content reasonably
     satisfactory to the Department) required by law or reasonably requested by the Department to give
     effect to this deed.
16.7 Waiver
     (a)   Failure to exercise or enforce, or a delay in exercising or enforcing, or the partial exercise or
           enforcement of, a right, power or remedy provided by law or under this deed by a party does
           not preclude, or operate as a waiver of, the exercise or enforcement, or further exercise or
           enforcement, of that or any other right, power or remedy provided by law or under this deed.
     (b)   A waiver or consent given by a party under this deed is only effective and binding on that party
           if it is given or confirmed in writing by that party.
     (c)   No waiver of a breach of a term of this deed operates as a waiver of another breach of that
           term or any other term of this deed.
16.8 Consents
     A consent required under this deed from a party may be given or withheld, or may be given subject to
     any conditions, as that party (in its absolute discretion) thinks fit, unless this deed expressly provides
     otherwise.
16.9 Severance
     If at any time a provision of this deed is or becomes illegal, invalid or unenforceable in any respect
     under the law of any jurisdiction, that will not affect or impair:
     (a)   the legality, validity or enforceability in that jurisdiction of any other provision of this deed; or
     (b)   the legality, validity or enforceability under the law of any other jurisdiction of that or any
           provision of this deed.
16.10 Counterparts


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