THIS DOCUMENT CONTAINS THE INDICATIVE TERMS AND CONDITIONS FOR SKILLS FOR ALL TRAINING PROVIDERS EFFECTIVE FROM 1 JULY 2014 Contract. IMPORTANT NOTICE This document is provided for information only and does not constitute an offer capable of acceptance.TABLE OF CONTENTS PART A- GENERAL.. 4. DEFINITIONS AND INTERPRETATIONS ... PART B - TERM AND SCOPE .. 2 TERM 3. SCOPE.. PART C - TRAINING PROVIDER QUALITY AND PERFORMANCE OBLIGATIONS... 4, TRAINING PROVIDER REPRESENTATIONS / WARRANTIES 5. TRAINING PROVIDER QUALITY AND PERFORMANCE 6. NATIONAL REGULATOR AUDIT... 7. 8. TRAINING PROVIDER'S OBLIGATIONS... SUBCONTRACTING PART Des ‘COURSES. ‘AND STUDENTS.. i>, FUNDED TRAINING LIST. 40, _ COURSE DELIVERY BY THE TRAINING PROVIDER “14, TRAINING PROVIDER ADDING A COURSE 125 TRAINING PROVIDER REMO! 13. 44, VARIATION TO THE SCHEDULE: OF COURSES 15. ENROLMENT OF ELIGIBLE ‘STUDENTS INTO COURSES... 16. STUDENT COURSE FEES .. as -s 17. INCIDENTAL EXPENSES CHARGED BY THE TRAINING PROVIDE! PART E - PAYMENT OF SUBSIDY. : : 48, SUBSIDY. 19. GST. 20. WITHHOLDING PAYMENT OF SUBSIDY PART F - REPORTS, RECORDS & AUDIT. 24, REPORTS AND FINANCIAL INFORMATION. 22, RECORDS. 23. AUDIT BY MINISTER. PART G - INSURANCE & INDEMNITY 24. INSURANCE 25. INDEMNITY.. PART H - REGISTER, CONFIDENTIALITY, PROMOTION AND INTELLECTUAL Foto sansizs Poe?PROPERTY 26, REGISTER 27. CONFIDENTIAL INFORMATION .. 28, PERSONAL INFORMATION. 29, DISCLOSURE OF CONTRACT. 30, MARKETING / PROMOTION / PUBLICITY.. 341. INTELLECTUAL PROPERTY PART | - NOTICES, CONFLICTS AND DISPUTE RESOLUTION 32. NOTICES. 33. CONFLICT OF INTEREST .. 34, DISPUTE RESOLUTION.. |- TERMINATION AND REPAYMENT EVENTS. SCHEDULE 3 - SCHEDULE O} SCHEDULE 4 - PAYMENTS ANNEXURE A - REQUIREMENTS FOR SPECIFIC PROGR, APPENDIX 1 - STUDENT AGREEMENT oko 5925178 PagezIRART SGENERAL 1 DEFINITIONS AND INTERPRETATIONS 14 144 4.4.10 4.4.94 1112 Definitions Accountable Officer means the designated staff member of the Training Provider, being a person acceptable to the Minister, with sufficient experience and background in vocational education training to ensure the Training Provider's compliance with regulatory requirements and on the Commencement Date is the person nominated in Schedule 1; AVETMISSS or Australian Vocational Education and Training Management Information Statistical Standard means the national standard for the collection, analysis and reporting of vocational education and training statistical information; Bridging Unit means a Unit of Competency which is not a part of the ‘Coursé’in which the Eligible Student is enrolled, but which an Eligible Student may undertake, provided that: (2) itassisls the Eligible Student to successfully complete the > Course; anid (©) the Eligible Student does notundertake more than five (6) Units of Competency in each Course; Business Day mieans any day that is not a Sallirday, Sunday or a Public holiday. in Adelaide, South Australia; Chief Executive means tHe chief executive officer (or equidalent) of ‘the Training Provider, Code of Practice means the document r ffs to in clause 5 of Contract, x . Commencement Date means the date as set out in the Schedule 1; Completion of Training Date meaiis the \ast'date that the Training Provider may deliver Training Services under this Contract which date is set out in Schedule 4 Confidential Information means information which is by its nature confidential or is identified as confidential, but does not include this Contract; Contract means this contract between the parties; Course means: {a) an education and training program the completion of which leads to a qualification recognised under the Australian Qualifications Framework and which is listed in the National Register; or (b) combination of Units of Competency which results in a statement of attainment and is included in the Funded Training List; ible Student means a person who meets the student and course eligibility criteria set out in Schedule 2; Pages1.1.13 Enrolment means the agreement between an Eligible Student and a Training Provider for the delivery of a Course; 1.1.14 Expiry Date means the date that this Contract is ended which date is set out in Schedule 1; 4.1.15 Funded Training List means the list of Courses published by the Minister on the Skills for All Website, and which, if included on the Schedule of Courses, will be eligible for payment of a Subsidy; 4.1.16 Information Privacy Principles means the Cabinet Administrative Instruction No 1 of 1989, which can be found at http://www premcab.sa.gov.au/pdi/circulars/Privacy.pdf. 4.1.17 National Register means the national register for recording the details of registered training organisations, endorsed training packages and accredited courses in the vocational education and training sector, syf;1-18 No New Enrolments Date means, in respect of a particular Course, © either the date: (a),nominated by the Minister; or format “y,Ornot, rola tora ion. ae Person or the, affairs of a natural person ‘whose identi ts 5 bly be ascertained, from 1.4.21 “Registering Body me (ASQA)‘or stich pe a Contract and otherwise represent het os ive, on 1.1.28. Schedule of Courses means the Courses that the Training Provider is authorised to deliver under this Contract as set out in Schedule 3; 1.1.24 School Student Officer means a person acceptable to the Minister who is employed by the Training Provider, and who is responsible for ‘ensuting the Training Provider meets the educational, health and welfare needs of its Eligible Students who are under 18 years of age or enrolled in school, or both, including (but not limited to} by: (a) _ providing (as needed) learning support and counselling; and, where applicable: (©) ensuring disciplinary matters are handled appropriately; (©) ensuring there is timely exchange of information on attendance and results with the Eligible Students school; ola S225 Page1.1.25 Skills for All means a program of the South Australian Government with the aim of funding training for Eligible Students in approved gualifications and skill sets to meet industry demands and skills shortages in South Australia; 1.1.26 Skills for All Student Number means the unique identifier assigned to an Eligible Student under Skills for All; 1.1.27 Skills for All Website means the website at ww.skills.sa.gov.au: 1.1.28 Standards For NVR Registered Training Organisations means the standards made by the Minister for Tertiary Education, Skills, Jobs and Workplace Relations under section 185(1) of the National Vocational Education and Training Regulator Act 2017 (Cth); 1.4.28 STELA means the Student Training Enrolment Logistics Application which is an online application prescribed by the Minister for reporting on AVETMISS requirements and the other data reporting obligations under this Contract; 4.1.30 Student Agreement means the agreement in the form of the : agreement in Appendix 1, or such other form as determined by the Minister from time to time, to be signed by every Eligible Student : < reteiving training under Skills for All, a copy of which agreement must we be provided to the Minister; “ 1.1.34. Student Course Fee means the fee that is charged by the Training : ~~ Provider to an Eligible: Student for the provision of all training and x: assessment services (including assessment for recognition of prior © learning) necessary to.contpets a Course, but excluding incidental expenses; 14.4.3 Subsidy mens the’amount thatthe | Ministeg wil pay tothe Training Provider having regard to the information contained in the Training ‘Accouint, which amount is only payable after the Training Provider records a fesult:code for a Unit of Competency that is approved for payment in accordance with Schedule 4; e 1.1.33 Superseded Course means a Coursé that is declared to Pe superseded on the National Register, 4.1.34 Term has the meaning set out in clause 2; 1.1.35 Training Account means the account to be established.in VETA by the Training Provider for each Enrolment; 4.4.36 Training Services means all training and assessment Services relating to any qualification, training package, unit of competency, skill set or foundation skill for an Eligible Student; 1.1.37 Unit of Competency means a unit of competency within an endorsed training package or accredited course listed on the National Register, 1.1.38 VETA or Vocational Education and Training Application means the information technology system used by the Minister and which the Training Provider may access through the Skills for All Website. 1.2. Interpretation In this Contract unless a contrary intention is evident 4.2.1 any word importing the plural includes the singular and vice versa; 4.2.2. any word importing a gender includes all other genders; “Folio 5623125 Page 51.23 arreference to a body corporate includes a reference to natural persons or other forms of associations and vice versa; 1.24 areference to the background, a party, clause, Schedule, Annexure | or Appendix is a reference to the background, a party, clause, Schedule, Annexure or Appendix of this Contract; 4.2.5 the captions, parts, headings, section numbers and clause numbers appearing in this Contract are inserted for convenience only and in no way affect the construction of this Contract; 1.26 _ areference to a statute includes all statutes amending, consolidating or repiacing the statute; and 1.2.7 _ all references to “dollars” and "$” are to Australian Dollars. 1.3. Documents comprising this Contract This Contract comprises: this Contract (excluding the Schedules, Annexures and Appendices attached to it); the Schedules; cies, haridooks and other procedures and documents Entire Agreement ‘This Contract contains tI to its subject matter. This coneet supersede understanding or representation by the partiés 1.6 Modification Contract must be in writing and signed by each party 1.7 Waiver Any waiver of any provision of this Contract is ineffective unless it is in writing | and signed by the party waiving its rights. 1.8 Severance If any provision or part of a provision of this Contract is invalid or unenforceable in any jurisdiction, the validity and enforceability of all other provisions contained in this Contract will be in no way affected. 1 1.9 No Assignment j This Contract is personal to the parties and may not be assigned in whole or in part 4.10 Relationship “Foto 5920125 Pages14 tae 14 1.10.1 Nothing in this Contract should be construed to create any fiduciary relationship between the parties or any relationship of employer and employee, principal and agent or partnership between the Minister and the Training Provider or the Training Provider's staff, employees or agents. 1.10.2 Except as exoressly provided for in this Contract, in their dealings with third parties, neither the Minister nor the Training Provider or any Training Provider's staff, employees or agents have the authority to bind the other party in any manner whatsoever, except with the prior written approval of the other party. 41 Governing Law & Jurisdiction The laws in force from time to time in South Australia apply to this Contract, and further, the parties agree that if any proceedings are commenced in a Federal Court, such proceedings must be instituted in the Adelaide Registry of that Federal Court 2" Time of the Essence - Time is of the essence in respect of any time, date or period specified in this _ Contract and in.any notice served under this Contract. 3. Compliance with Laws __ The Tyaining Provider must comply with all applicable laws (both Coniimionweaith and Stale) in the course of performing this Contract, including but not limited to, laws cooing toch protection and information privacy 4 Auditor-General a Nothing in this Contract st from the powers of the Auditor-General under the Public Finance and Audit Act 1987 7(A) foe 5 Costs 7 and execution of this Contract. PART = TERM = 2 TERM 21 The Contract will commence on the Commencement Date. 2.2 The Training Provider will provide the Training Services from the Commencement Date up to the Completion of Training Date, unless this Contract is terminated earlier in accordance with its terms or by operation of law. 2.3 The Contract will expire on the Expiry Date unless terminated earlier in accordance with its terms or by operation of law. 3. SCOPE 34 This Contract: 3.1.1 defines the respective roles of the parties; 3.1.2. provides for the payment of the Subsidy by the Minister, Pago?3.1.3. provides for various ancillary matters including requirements for particular programs, as specified by the Minister from time to time and Which are included in Annexure A. 3.2 Where applicable, the Training Provider must comply with all specific, requirements relating to those programs listed in Annexure A. 4, TRAINING PROVIDER REPRESENTATIONS / WARRANTIES The Training Provider represents and warrants to the Minister that: 44 the Training Provider has the power to enter into this Contract; 42. by entering into this Contract the Training Provider will not contravene or breach any law or contractual arrangement or deed by which the Training rovider or any of ts assets are bound: itis registered under appropriate legislation as a registered training provider id has the appropriate authorisations, approvals, consents, licences, cemptions and meets other requirements in connection with the performance > by the raining Provider Under this Contract; ast néfiatithe time of commencement of this * Contract any) -undisolos aoe ing Training Provider in the performance fed 10 iniclaus eshnown | Urrowubre dane ‘situation; its training Divel ld its registration se cha fect the willing #88 of the Mi tract any Y statements that are false or mi the Minister for this Contract.< 8. TRAINING PROVIDER QUALITY AND PERFORMANCE 5.1 The Training Provider will provide high quality training, strong | and support for Eligible Students 5.2 The Training Provider acknowledges and agrees that it: 5.2.1 has in place appropriate systems and controls with respect to the provision of Training Services to each Eligible Student and receipt of the Subsidy from the Minister to meet the requirements of this Contract; and 5.2.2 will co-operate with, and participate in, surveys about Eligible Student and employer satisfaction and other research or enquiries about the performance and outcomes from the Training Services provided pursuant to this Contract. 5.3. The Training Provider agrees that it will co-operate with the Minister in the independent validation of assessment methodologies and outcomes regarding the Courses on the Schedule of Courses, to ensure that the quality of training Foo 6920125 Page &54 55 56 57 5.8 69 5.14 briefing and information provided meets industry standards, requirements and expectations in accordance with the requirements of the training package. The Training Provider grants consent and otherwise authorises the Minister to disclose information about the performance of the Training Provider under this, Contract and share it with the Registering Body and other governmental and regulatory bodies. The Training Provider will ensure that it appoints and maintains during the Term a person to be the Accountable Officer, and where relevant a School ‘Student Officer, for the purposes of this Contract. The Training Provider must ensure that its staff, agents and contractors are aware of all the obligations under this Contract that are relevant to their role and duties. The Training Provider must ensure that its staffing levels are always sufficient to deliver the Training Services in accordance with national registration standards and in compliance with all its obligations under this Contract. The Training Provider will ensure that its staff responsible for providing the Training Services undertake at least annually, professional development activities to maintain and update their: 5.8.1 training and assessment competencies; and 5.8.2" vocational competency. .. The Training Provider will make its rélevant staff available to attend any essions held by the Minister from time to time rhe Training Provider must publish full. clear and accurate information to prospective students aboutt the Courses listed on {ts Schedule of Courses. ‘The Training Provider must develop’ Code of Practice which must be publicly available, The Code of Practice mist include information about haw the Training Provider wil 5.11.1 ensure that the‘ights of Eligible Students as consumers are protected and that Eligible Students wil receive the Taining Services detailed in their Enrolment; 6.11.2. adhere to the principles of access and equity; meet its legal obligations and maximise the outcomes for each Eligible Student; 5.11.3 engage with industry so that Eligible Students can be « ‘Confident that the qualification awarded by the Training Provider is recognised and valued by potential employers; : 5.11.4 assure the quality of training and assessment provided across all of its operations as a Training Provider, and 5.11.5 meet the individual needs of Eligible Students by assessing their current skills and knowledge prior to the commencement of training, 6. NATIONAL REGULATOR AUDIT 64 62 The Training Provider warrants that it will comply at all times with all standards and requirements imposed by the Registering Body and the provisions of the Standards For NVR Registered Training Organisations throughout the Term. The Training Provider consents to the Minister obtaining information about the Training Provider from the Registering Body at any time. If requested by the Pago