tncl+subcontracting+checklistv7(1)

FEB 2012

Mark Gardner, Proponent Coordinator

Vanguard Business Service, PO BOX 1395 DUBBO NSW 2830

P 68 85 1925 [email protected]

Trangie Nevertire Cooperative Limited (TNCL): Irrigation Modernisation Sub Contractor pack

Subcontractor’s checklist v7 9 February 2012

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Background: approved provider panel.

The irrigation and stock and domestic infrastructure of the Trangie-Nevertire Irrigation Scheme (TNIS) is owned by Trangie Nevertire

Cooperative Limited (TNCL). The scheme commenced operation in late 1971.

TNIS covers an area of some 17 000 ha of irrigation-purpose land and provides valuable stock and domestic water to a large number of farms

owned by members of the scheme. In 2009 an application was made by TNCL to the Federal Government to modernise the scheme

infrastructure, which was approved in 2010. TNCL has received funding to manage the modernisation of the channel system, decommissioning

of irrigation infrastructure on farms in the red zone, upgrading the irrigation efficiency of farms in the green zone and developing a modern stock

and domestic scheme.

This document outlines the requirements that an applicant must meet in order to be approved as an “Approved Subcontractor” by TNCL and

placed on an approved provider panel.

Please note that the information to be provided in the attached Subcontractor’s Checklist is required by the Federal Government, as part of the

TNCL funding agreement, and as such is not negotiable.

A subcontractor must at all times meet the requirements specified in the Subcontractor’s Checklist and provide their services to the satisfaction

of TNCL, in order to maintain approval as an “Approved Subcontractor”. Where all requirements are met the applicant will be eligible for

appointment to an approved provider panel for the period of the project.

Applicants are required to comply with the following process for approval and appointment to the approved provider panel:


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1. To be appointed to an approved subcontractor’s panel applicants must provide the required information in each of the 14 criteria, as

outlined in the following document.

2. Entry to the approved subcontractor’s panel will be open for the life of the project (December 2012)

3. Applicants must complete and sign the proceeding documentation and deliver two hard copies to Proponent Coordinator Mark Gardner,

Vanguard Business Services

4. Documentation will be passed to the approvals subcommittee of the TNCL for evaluation

5. All applicants will be notified in writing within 21 days of making an application of the outcome of the evaluation process

6. Applicants that satisfy the requirements will be approved and placed on an approved provider panel list which will be published on

TNCL’s website (www.tnis.org.au).

7. Subcontractors may be removed from the list if they subsequently fail to meet the mandatory requirements.

Please note that being an approved provider is no guarantee of work.

It will allow farm proponents to contact those approved Subcontractors for quotes, knowing that the Subcontractor has satisfied the mandatory

requirements stipulated by the Federal Government.

Appointment to undertake work will need to be negotiated with each individual proponent through the Farm Workplan process, and is a

relationship between proponent landholders and the sub-contractor.

Any questions should be directed to Mark Gardner, Vanguard Business Services (contacts on cover page).


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1. Sub Contractor’s Checklist for appointment to Contractors Panel

Item number

Requirement Document details (please attach to completed Checklist)

Provided (Select as appropriate)

1. Qualification / certification documents

Evidence that contractor is appropriately qualified / certified / licensed to perform the work.eg Certified Irrigation design, electrical contractor’s license

Note licence number/certificate number if appropriate

Note: licence remains current and hasn’t been cancelled.

2. Public liability insurance

Certificate of currency $20 Million

Note: The policy period will need to be reviewed to confirm it covers the date of the work contract. If the policy expires during the term of the work, an updated certificate of currency needs to be provided.

Copy of certificate of currency is attached. Dates are checked.

3. Worker’s compensation insurance

Certificate of currency

Note: The policy period will need to be reviewed to confirm it covers the date of the work contract. If the policy expires during the term of the work, an updated certificate of currency needs to be provided.


4. Professional indemnity insurance

Certificate of currency

Note: Professional indemnity insurance is only required where the work to be completed is professional in nature ie. Engineering or design work. The policy period will need to be reviewed to confirm it covers the date of the work contract. If the policy expires during the term of the work contract, an updated certificate of currency needs to be provided.



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Item number



5. Occupational, health and safety obligations

Contractors Induction training program is documented

OHS Accreditation certificate is provided. Details of compliance scheme used eg under Occupational Health, Safety and Rehabilitation Policy & Guidelines AS/NZS4801:2001 or other.

Copy of documentation

6. Materials and installation:

Details of the Materials the subject of the Subcontract are contained in each Proponents Work Plan

Details of applicable warranties and relevant standards are contained in Work Plan each Proponents Work Plan

Proposed sub-subcontractors

Details of any proposed sub- subcontractor

Completed ‘Contracting Checklist’ for each sub-subcontractor

For each sub-subcontractor, a copy of this form must also be completed and provided.

7. Intellectual property

Contractor agrees with Clause 2 provided (see Attachment A).

Declaration is signed.

Signed ‘Special Conditions Subcontracting’ is provided.

8. Personal information




9. Access to premises and records





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Item number



10. Equal Opportunity for Women in the Workplace

Contractor signs declaration that they are NOT listed as non-compliance with the Equal Employment Opportunity for Women in the Workplace Act 1999 (Cth). see: tnis.org.au/links

Undertake current search of the Equal Opportunity for Women in the Workplace Agency’s website, to confirm that the contractor is not listed as being non-compliant with the Act.


This should also include a print-out of a search from the EOWA website.

11. Compliance with laws and Commonwealth policies


Contractor complies with the Guidelines for the Private Irrigation Infrastructure Operators Program in New South Wales (June 2009). see: tnis.org.au/links



12. National Code of Practice for the Construction Industry


Contractor complies with the National Code of Practice for the Construction Industry 1997 and the Australian Government Implementation Guidelines for National Code of Practice for the Construction Industry, August 2009 see: tnis.org.au/links



13. Include additional terms required by TNCL:

Terms set out in Attachment B are included in the Subcontract.

Terms in Attachment B are included in signed Subcontract.

14. Further information/documents required by TNCL or the Proponent Co-ordinator

Provide the information/documents required by TNCL as set out in Attachment C to this Subcontracting Checklist.

Completed Attachment C.


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2. Contractor’s Declaration:

Representative Name:

(the ‘Contractor’s Representative’)

Position/Capacity of Contractor’s Representative:

Name of contracting entity:

This should be the company or individual name.

(the ‘Contractor’)

Australian Company Number:

where contracting entity is a company

ABN of contracting entity:

The Contractor’s Representative represents, warrants and agrees that:

He/She [select as appropriate] has read Attachments A and B

He/She [select as appropriate] will ensure that the Contractor complies with the terms and conditions contained in Attachments A and B

He/She [select as appropriate] will notify the Proponent Coordinator and TNCL in writing if he/she [select as appropriate] becomes aware of any breach, or notice of suspected breaches, of the provisions in Attachments A or B

The Contractor’s Representative confirms that to the best of the Contractor’s Representative’s knowledge, and after making all reasonable enquiries:

all information provided in this Declaration is true and correct

The Contractor is not listed as in breach of the Equal Employment Opportunity for Women in the Workplace Act 1999

The Contractor currently complies with the National Code of Practice for the Construction Industry 1997 and the Australian Government Implementation Guidelines for National Code of Practice for the Construction Industry, August 2009

Signing this declaration does not breach a sanction imposed by the Minister for Employment and Workplace Relations; and the Contractor has not had a judicial decision against it relating to employee entitlements (including decisions under appeal), or if it has had a judicial decision against it relating to employee entitlements, has paid the relevant claim.


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The Contractor’s Representative agrees that he/she [select as appropriate] will, and will procure that the officers, employees, agents and contractors of the Contractor:

comply with the provisions of all relevant statutes, regulations, by-laws and the requirements of any Commonwealth, State, Territory or local authority (see clause 25.1 of the Proponent Agreement)

comply with the Guidelines for the Private Irrigation Infrastructure Operators Program in New South Wales (June 2009), as amended from time to time (see clause 25.2 of the Proponent Agreement).

Name: Position:

Signature: Date:

Office use: Checked Vanguard Approved: TNCL

Date: Date:


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ATTACHMENT A – SPECIAL CONDITIONS SUBCONTRACTING:

Subcontractor name: Insert name of Subcontractor

( the ‘Subcontractor’)

Proponent name: Insert name of the Proponent/s (the ‘Proponent’)

1. Definitions

In these Special Conditions, unless the contrary intention appears:

Activity means the work described in, and necessary incidental to, the Subcontract and includes the provision of all Materials necessary for the performance of the Subcontractor’s obligations under the Subcontract; Activity Material means Material:

i brought into existence for the purpose of performing the Activity (whether by the Subcontractor or any of the Subcontractor’s Personnel);

ii incorporated in, supplied or required to be supplied along with the material referred to in paragraph i; or

iii copied or derived from Material referred to in paragraphs i or ii by or on behalf of the Proponent or the Subcontractor,

except for Australian Government Material; Asset means any item of tangible property included in the Activity with a value of over $5,000 inclusive of GST, but does not include Activity Material; Auditor-General means the office established under the Auditor-General Act 1997 (Cth) or equivalent law of a State or Territory and includes any other entity that may, from time to time, perform the functions of that office; Australian Government Material means any Material provided by the Proponent to the Subcontractor which is copied or derived from Material originally issued by the Commonwealth; Claim means any claim, demand, remedy, injury, damage, cost, loss, expense, liability, suit, action, proceeding, verdict, judgment, right of action or debt whether arising at law, in equity, under statute or otherwise; Commonwealth means the Commonwealth of Australia;


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Existing Material means all Material in existence prior to the date of the Subcontract:

i incorporated in;

ii supplied with, or as part of; or

iii required to be supplied with, or as part of, the Activity Material;

Intellectual Property Rights includes all copyright (including rights in relation to phonograms and broadcasts), all rights in relation to inventions (including patent rights), plant varieties, registered and unregistered trademarks (including service marks), designs, circuit layouts, and all other rights resulting from intellectual activity in the industrial, scientific, literary or artistic fields but does not include Moral Rights, the rights of performers or rights in relation to confidential information; Material means the subject matter of any category of Intellectual Property Rights and includes documents, equipment, goods, information and data stored by any means; Moral Rights means include the following rights of an author of copyright Material:

i the right of attribution of authorship;

ii the right of integrity of authorship; or

iii the right not to have authorship falsely attributed. Personal Information has the meaning given in the Privacy Act, which currently is:

information or an opinion (including information or an opinion forming part of a database), whether true or not, and whether recorded in a material form or not, about an individual whose identify is apparent, or could reasonably be ascertained, from the information or opinion;

Personnel mean the officers, employees, agents, subcontractors and consultants of a party; Privacy Act means the Privacy Act 1988 (Cth), as amended from time to time; Privacy Commissioner means the Office of the Privacy Commissioner established under the Privacy Act and includes any other entity that may, from time to time, perform the functions of that office; Special Conditions means the terms and conditions set out in this document; Special Conditions means the terms and conditions set out in this Attachment A; Subcontract means the contract between the Proponent and the Subcontractor in respect of the Activity which includes the general terms and conditions, the Special Conditions and all attachments, appendices and documents that set out the Parties’ obligations in respect of, or arising out of, the Activity; and TNCL means Trangie-Nevertire Co-operative Ltd (ABN 87 517 177 968).


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2. Intellectual Property

2.1 Subject to this clause 2, Intellectual Property Rights in Activity Material vest

immediately in the Subcontractor.

2.2 The Subcontractor grants to:

i the Proponent;

ii TNCL; and

iii the Commonwealth,

a permanent, irrevocable, free, worldwide, non-exclusive licence (including a right of sub-licence) to use, reproduce, adapt and exploit the Intellectual Property Rights in all Activity Material and Existing Material that vest in the Subcontractor, for any purpose. If the Intellectual Property Rights in any Activity Material are owned by a third party, the Subcontractor will arrange for that third party to grant to the Proponent, TNCL and the Commonwealth a permanent, irrevocable, free, world-wide, non-exclusive licence (including a right of sub-licence) to use, reproduce, adapt and exploit the Intellectual Property Rights in the Activity Material for the purposes of reporting on, evaluating, monitoring, communicating and publicising (but not commercialising) the Activity.

2.3 This clause 2 does not affect the ownership of any Intellectual Property Rights in

any Existing Material. The Subcontractor, however, grants to the Proponent, TNCL and the Commonwealth, or must arrange for the grant to the Proponent, TNCL and the Commonwealth of, a permanent, irrevocable, free, world-wide, non-exclusive licence (including a right of sub-licence) to use, reproduce, adapt and exploit the Intellectual Property Rights in Existing Material that vest in the Subcontractor or the Subcontractor’s Personnel for the purposes of reporting on, evaluating, monitoring, communicating and publicising (but not commercialising) the Activity.

2.4 The Subcontractor:

i must, if requested by the Proponent to do so, bring into existence, sign, execute or otherwise deal with any document for the purpose of giving

effect to this clause 2;

ii warrants that it is entitled, or will be entitled at the relevant time, to deal with the Intellectual Property Rights in the Subcontractor’s and the Subcontractor’s Personnel’s Existing Material in accordance with this

clause 2;

iii except as expressly provided for in the Subcontract, must not deal with the Intellectual Property Rights in the Activity Material during the period of the Subcontract; and

iv must ensure that each Subcontractor complies with the requirements of this clause 2.4.


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2.5 The Subcontractor agrees:

i to obtain from each author of any Activity Material a written consent which extends directly or indirectly to the performance of the Specified Acts by the Proponent, TNCL, the Commonwealth or any person claiming under or through the Proponent, TNCL or the Commonwealth (whether occurring before or after the consent is given); and

ii upon request, to provide the executed original of any such consent to the Proponent, TNCL and/or the Commonwealth (as the case requires).

2.6 For the purposes of this clause 2, the ‘Specified Acts’ means any of the following

classes or types of acts or omissions:

i using, reproducing, adapting or exploiting all or any part of the Activity Material, with or without attribution of authorship;

ii supplementing the Activity Material with any other Material; or

iii using the Activity Material in a different context to that originally envisaged, but does not include false attribution of authorship.

2.7 This clause 2 does not apply to any Australian Government Material

incorporated in the Activity Material.

2.8 The operation of this clause 2 survives the expiration or earlier termination of the

Subcontract.

3. Personal Information

3.1 This clause 3 applies only where the Subcontractor deals with Personal

Information when, and for the purpose of, conducting the Activity under the Subcontract.

3.2 The Subcontractor agrees to be treated as a 'contracted service provider' within the meaning of section 6 of the Privacy Act, and agrees in respect of the conduct of the Activity under the Subcontract:

i to use or disclose Personal Information obtained during the course of conducting the Activity under the Subcontract only for the purposes of the Subcontract;

ii not to do any act or engage in any practice that would breach an Information Privacy Principle (IPP) contained in section 14 of the Privacy Act, which if done or engaged in by an agency, would be a breach of that IPP;

iii to carry out and discharge the obligations contained in the IPPs as if the Subcontractor were an agency under that Act;


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iv to notify individuals whose Personal Information the Subcontractor holds, that complaints about the Subcontractor’s acts or practices may be investigated by the Privacy Commissioner who has power to award compensation against the Subcontractor in appropriate circumstances;

v not to use or disclose Personal Information or engage in an act or practice that would breach section 16F (direct marketing) of the Privacy Act, a National Privacy Principle (NPP) (particularly NPPs 7 to 10) or an Approved Privacy Code (APC), where that section, NPP or APC is applicable to the Subcontractor, unless:

a. in the case of section 16F the use or disclosure is necessary, directly or indirectly, to discharge an obligation under the Subcontract; or

b. in the case of an NPP or an APC the activity or practice is engaged in for the purpose of discharging, directly or indirectly, an obligation under the Subcontract;

vi to disclose in writing to any person who asks, the content of the provisions of the Subcontract (if any) that are inconsistent with an NPP or an APC binding a Party to the Subcontractor;

vii to immediately notify the Proponent and TNCL if the Subcontractor becomes aware of a breach or possible breach of any of the obligations

contained in, or referred to in, this clause 3, whether by the Subcontractor

or any of its Personnel;

viii to comply with any directions, guidelines, determinations or recommendations of the Privacy Commissioner to the extent that they are

not inconsistent with the requirements of this clause 3; and

ix to ensure that any of the Subcontractor’s Personnel or volunteers who are required to deal with Personal Information for the purposes of the Subcontract are made aware of the Subcontractor’s obligations set out in

this clause 3.

3.3 The Subcontractor agrees to ensure that any subcontract entered into for the purpose of fulfilling the Subcontractor’s obligations under the Subcontract contains provisions to ensure that the subcontractor has the same awareness and obligations as the Subcontractor has under this clause, including the requirement in relation to subcontracts.

3.4 The Subcontractor agrees to indemnify the Proponent in respect of any Claim suffered or incurred by the Proponent, including any Claim suffered or incurred under or in connection with the agreement entered into with TNCL, which arises directly or indirectly from a breach of any of the Subcontractor’s obligations

under this clause 3, or a subcontractor under the subcontract provisions referred

to in subclause 3.3.


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3.5 In this clause 3, the terms 'agency', 'Approved Privacy Code' (APC), 'Information

Privacy Principles' (IPPs), and 'National Privacy Principles' (NPPs) have the same meaning as they have in section 6 of the Privacy Act, and ‘subcontract’ and other grammatical forms of that word has the meaning given in section 95B(4) of the Privacy Act.

4. Access to premises and records

4.1 The Subcontractor must give the Auditor-General, the Privacy Commissioner

and persons authorised by the Commonwealth (referred to in this clause 4

collectively as ‘those permitted’) access to premises at which:

i records and Material associated with the Subcontract are stored; or

ii work relating to the Activity is undertaken,

at all reasonable times and allow those permitted to inspect and copy records and Material in the Subcontractor’s possession or control for purposes associated with the Subcontract or any review of performance under the Subcontract. The Subcontractor must also give those permitted access to any Asset (wherever they may be located) and reasonable access to the Subcontractor’s Personnel, for the same purposes.

4.2 The Subcontractor must provide all reasonable assistance requested by those permitted when they exercise the rights under subclause 4.1, including:

i making available all information, documentation and data, in any medium, required by the Auditor-General, the Privacy Commissioner and persons authorised by the Commonwealth; and

ii making available the Subcontractor’s Personnel, volunteers and advisers, who must provide access to the Subcontractor’s computer records and copies of documentation, including computer discs or other forms of electronic data.

4.3 The rights referred to in subclause 4.1 are subject to:

i the provision of reasonable prior notice by those permitted (except where they believe that there is an actual or apprehended breach of the law); and

ii the Subcontractor’s reasonable security procedures.

4.4 The requirement for access as specified in subclause 4.1 does not in any way reduce the Subcontractor’s responsibility to perform the Subcontractor’s obligations in accordance with the Subcontract.

4.5 The Subcontractor must ensure that any contract or arrangement entered into for the purpose of the Subcontract contains an equivalent clause allowing those

permitted to have access as specified in this clause 4.


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5. Compliance with laws and Commonwealth policies

5.1 The Subcontractor must in carrying out its obligations under the Subcontract, comply, and must ensure that its subcontractors comply, with the provisions of all relevant statutes, regulations, by-laws and requirements of any Commonwealth, State, Territory or local authority.

5.2 The Subcontractor must, in carrying out its obligations under the Subcontract, comply with any of the Commonwealth’s policies as notified, referred to, or made available, by the Proponent to the Subcontractor otherwise made available by TNCL or the Commonwealth in writing, including the Guidelines for the Private Irrigation Infrastructure Operators Program in New South Wales (June 2009), as amended from time to time.

6. National Code of Practice for the Construction Industry The Code and Guidelines only apply to the Subcontractor if the Subcontractor is performing work on-site on the Proponent’s farm.

6.1 In this clause 6:

Code

means the National Code of Practice for the Construction Industry 1997. The Code can be downloaded via http://www.deewr.gov.au/building.

Guidelines

means the Australian Government Implementation Guidelines for National Code of Practice for the Construction Industry, August 2009. The Guidelines can be downloaded via http://www.deewr.gov.au/building.\

Office of the Australian Building and Construction Commissioner

has the same meaning as it has in the Building and Construction Industry Improvement Act 2005 (Cth).

Project Parties means all contractors, subcontractors, consultants and employees who perform on site work in relation to the Activity.

6.2 Where the Activity relates to ‘building and construction activity’ (as defined in the Guidelines), the Subcontractor must comply with, and ensure that the Subcontractor’s Personnel comply with, the Code and the Guidelines.

6.3 The Guidelines require the Proponent to ensure that with respect to the Proponent’s subcontractors (including the Subcontractor):

i all requests for tender, expressions of interest, submissions and invitations to join common use agreements in relation to the Activity made by the Proponent, or any of the Proponent’s Personnel (including the Subcontractor), contain the commitment to apply the Code and Guidelines

http://www.deewr.gov.au/building

http://www.deewr.gov.au/building./


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as set out in the model tender documents available via: http://www.deewr.gov.au/building; and

ii all contracts entered into in relation to the Activity by the Proponent, or any of the Proponent’s Personnel (including the Subcontractor), contain the commitment to apply the Code and Guidelines as set out in the model contract clauses available via http://www.deewr.gov.au/building.

6.4 The Subcontractor must maintain adequate records of compliance by it, and each of the Subcontractor’s Personnel, with the Code and the Guidelines. The Subcontractor must permit the Proponent, TNCL, the Commonwealth and those authorised by the Proponent, TNCL or the Commonwealth, including a person occupying a position in the Office of the Australian Building and Construction Commissioner, full access to premises and records of the Subcontractor and the Subcontractor’s Personnel to:

i inspect any work, material, machinery, appliance, article or facility;

ii inspect and copy any record relevant to the Activity and works governed by the Subcontract; and

iii interview any person, as is necessary to monitor compliance with the Code and the Guidelines.

6.5 In addition to clause 6.4, the Subcontractor undertakes that it, and each of the Subcontractor’s Personnel, will agree to a request from the Commonwealth, including a person occupying a position in the Office of the Australian Building and Construction Commissioner, to produce a specified document within a specified period, in person, by fax or by post.

6.6 The Commonwealth and those authorised by it may publish or otherwise disclose information in relation to compliance by the Proponent, the Subcontractor and their Personnel with the Code and the Guidelines. The Subcontractor must obtain the consent of the Subcontractor’s Personnel to the publication or disclosure of information under this clause.

6.7 While acknowledging that value for money is the core principle underpinning decisions on government procurement, when assessing tenders the Subcontractor may give preference to contractors, subcontractors and consultants that have a demonstrated commitment to:

i adding and/or retaining trainees and apprentices;

ii increasing the participation of women in all aspects of the industry; or

iii promoting employment and training opportunities for indigenous Australians in regions where significant indigenous populations exist.

6.8 The Subcontractor represents, warrants and agrees that:

i its appointment does not breach a sanction imposed by the Minister for Employment and Workplace Relations; and

ii it has not had a judicial decision against it relating to employee entitlements (including decisions under appeal), or if it has had a judicial decision against it relating to employee entitlements, has paid the relevant claim.


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ATTACHMENT B – ADDITIONAL CLAUSES, TERMS AND CONDITIONS REQUIRED BY TNCL

Note: Insert text of additional clauses, terms and conditions. If none are required to be included, insert ‘Not Applicable’

Office use: Checked Vanguard

Approved: TNCL

Date: Date:


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SIGNING PAGE

For a company with a sole director or shareholder:

Company Name: Name of sole director/company secretary:

Signature:

in accordance with section 127 of the Corporations Act 2001 (Cth)

Date:

For a company with more than one director:

Company Name:

Name of director:

Signature:


Date:

Name of director/company secretary:

Signature:


Date:

tncl+subcontracting+checklistv7(1)

Government & Nonprofit

approved provider panel

work contract

subcontractors checklist

design work

guarantee of work

irrigation infrastructure

policy period

satisfaction of tncl