Body Corporate Document Template

BODY CORPORATE DOCUMENT TEMPLATE

This Body Corporate Document (the Agreement) is entered into on between the parties set forth below.

Party A — Body Corporate

Party B — Service Provider / Contractor

RECITALS

WHEREAS, the Body Corporate is responsible for the management, operation and maintenance of the common property identified as (the Property); and

WHEREAS, the Contractor represents that it has the experience, personnel and resources to provide the services described in this Agreement and is willing to perform such services under the terms set forth herein.

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, the parties agree as follows:

1. SCOPE OF WORK

The Contractor shall perform the services and supply all labour, materials and equipment necessary to complete the work described below in a professional and workmanlike manner in accordance with industry standards.

2. PAYMENT TERMS

Contract Price: The total contract price for the Scope of Work is (exclusive of applicable taxes), subject to adjustments as provided in this Agreement.

Payment Terms: Invoices shall be rendered in accordance with the Payment Schedule and are payable within days of receipt by the Body Corporate. Payments are to be made to the account specified by the Contractor below.

Late Payment: If any sum due under this Agreement remains unpaid beyond the due date, interest will accrue on the overdue amount at a rate of per month, compounded monthly, or a minimum late fee of (whichever is greater). The Body Corporate shall be responsible for all collection costs and legal fees reasonably incurred by the Contractor in recovering overdue amounts.

3. TERM AND TERMINATION

Commencement Date: This Agreement commences on and, unless earlier terminated in accordance with this Agreement, continues until .

Termination for Convenience: Either party may terminate this Agreement by providing written notice to the other party at least days prior to the proposed termination date.

Termination for Cause: Either party may terminate this Agreement immediately upon written notice if the other party materially breaches any provision of this Agreement and fails to remedy such breach within thirty (30) days after receipt of written notice specifying the breach.

4. CONFIDENTIALITY

Definition: "Confidential Information" means all non-public information disclosed by a party relating to the other party's business, finances, contracts, operations, plans or the Property, whether disclosed orally or in writing.

Obligation: Each party shall (i) keep Confidential Information strictly confidential, (ii) not disclose Confidential Information to any third party except as required by law or with the prior written consent of the disclosing party, and (iii) use Confidential Information solely for the performance of its obligations under this Agreement.

Exceptions: Confidential Information does not include information which is (a) already in the public domain without breach of this Agreement, (b) already lawfully known to the receiving party prior to disclosure, or (c) independently developed by the receiving party without use of the disclosing party's Confidential Information.

Duration: The obligations set out in this Clause shall survive the termination or expiry of this Agreement for a period of years.

5. INSURANCE AND INDEMNITY

Insurance: The Contractor must maintain, at its own cost, insurance coverage appropriate to the Services, including public liability insurance and workers' compensation in statutory amounts, and provide evidence of such insurance to the Body Corporate upon request.

Indemnity: The Contractor indemnifies and holds harmless the Body Corporate and its officers against all claims, liabilities, losses, damages, costs and expenses (including legal fees on a full indemnity basis) arising out of or in connection with any negligent act or omission or wilful misconduct of the Contractor in performing the Services under this Agreement.

6. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of . The parties submit to the exclusive jurisdiction of the courts of that jurisdiction.

7. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties in relation to its subject matter and supersedes all prior representations, negotiations and agreements, whether oral or written. No amendment or variation of this Agreement is effective unless in writing and signed by authorized representatives of both parties.

8. NOTICES

Notices under this Agreement must be in writing and delivered by hand, certified mail or recorded delivery to the addresses set out above, or to such other address as a party may nominate by notice in writing. Notices are effective upon delivery, or, if mailed, three (3) business days after posting.

9. MISCELLANEOUS

Severability: If any provision of this Agreement is invalid or unenforceable it will be severed and the remaining provisions will remain in full force and effect.

Assignment: Neither party may assign or subcontract its rights or obligations under this Agreement without the prior written consent of the other party, which shall not be unreasonably withheld.

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