2019-03-12 P&E Agenda - Item 7 - Attachment 1 - NBRF FY17-18 Annual Report

     ii)    Any part of the Funding which has not, in the Council’s opinion, been spent by NBRF in
            accordance with the Deed; and
     iii)   Where NBRF becomes liable to repay the Funds to the Council under paragraph 6.2 a).

10.4 Preservation of other rights
Clause 10 does not limit or exclude any of the Council’s rights under this Deed.

11   DISPUTE RESOLUTION AND MEDIATION
Both parties shall make genuine efforts to resolve any dispute arising out of, or in connection with
this Deed by negotiation and discussion. If the parties are unable to resolve a dispute within 14
days, then the dispute shall be referred to an agreed, qualified independent person to mediate
between both parties. In the event the parties are unable to agree on the independent person, either
party may refer this matter to the President of the Queensland Law Society to nominate an
appropriate person.

12   GENERAL PROVISIONS

12.1 Audit and access
a)   NBRF agrees to give Council, or any persons authorised in writing by the Council, access to
     the premises where obligations under this Deed are being carried out.
b)   NBRF agrees to permit those persons to inspect and take copies of any material relevant to
     this Deed.

12.2 Insurance
a)   NBRF agrees:
     i)     To effect and maintain adequate liability insurances specific to the operation of a
            Company, as a minimum public liability, product and director & officer liability, volunteers
            and employee work cover.
     ii)    On request to provide proof of insurance acceptable to Council for its purposes under
            the Deed.
b)   This clause continues in operation for so long as any obligations remain in connection with this
     Deed.

12.3 Relationship of parties
a)   NBRF is not by virtue of this Deed an officer, employee, partner or agent of the Council, nor
     does NBRF have any power or authority to bind or represent the Council.
b)   NBRF agrees:
     i)     Not to misrepresent its relationship with Council; and
     ii)    Not to engage in any misleading or deceptive conduct in relation to the NBRF program.

12.4 Waiver
a)   A failure or delay by a party to exercise any right or remedy it holds under this Deed or at law
     does not operate as a waiver of that right.
b)   A single or partial exercise by a party of any right or remedy it holds under this Deed or at law
     does not prevent the party from exercising the right again or to the extent it has not fully
     exercised the right.

12.5 Assignment
NBRF cannot assign its obligations, and agreed not to assign its rights, under this Deed without the
Council’s prior written approval.


Funding Deed – Noosa Biosphere Reserve Foundation Ltd & Noosa Council                          Page 12