SPONSORSHIP AGREEMENT - Suncorp Corporate Services Pty Limited Sunshine Coast Regional Council - Suncorp Sponsorship App A Agreement

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Suncorp Sponsorship App A Agreement

    SPONSORSHIP AGREEMENT

                between

Suncorp Corporate Services Pty Limited

                  and

   Sunshine Coast Regional Council
SPONSORSHIP AGREEMENT

 DATED THE                              day of                                            2010

 BETWEEN:                     Suncorp Corporate Services Pty Limited ABN 69 074 966
                              466 of Level 18, Suncorp Centre, 36 Wickham Terrace,
                              Brisbane, Queensland 4000 (“the Sponsor”)

 AND:                         the person specified in Item 1 of the schedule (“the Recipient”)

 RECITALS:

 A.       The Sponsor wishes to provide the Sponsorship Value to the Recipient in return for
          the Sponsor Benefits and the parties have agreed to enter into this Agreement to
          evidence that arrangement.

 IT IS AGREED:

 1.       DEFINITIONS AND INTERPRETATIONS

 1.1      In this Agreement unless the context otherwise requires or the contrary intention
          appears the following terms have the meanings respectively assigned to them:

“Agreement”                    means this agreement and any Schedule to this
                               Agreement;

“Business Day”                 means any day excluding Saturdays, Sundays and
                               public holidays in Queensland;

“Commencement                  means the date specified in Item 2 of the Schedule;
Date”

“Customer”                    means any person who is a customer of or has
                              dealings with the Sponsor or the Recipient;

“Dealing with                 includes the collection, use, storage,                         and/or
Personal                      disclosure of Personal Information;
Information”

“Expiry Date”                 means the date specified in Item 3 of the Schedule.

“Financial                     means a business that provides financial services
Institution”                   including banking, insurance and investment
                               management services as their core products;

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“Force Majeure”                means an act, omission, cause or circumstance
                               outside a party’s reasonable control including but not
                               limited to fire, storm, earthquake, explosion,
                               accident, enemy acts, sabotage, labour dispute and
                               act or omission of a third party;

“GST”                          means the Goods and Services Tax imposed by the
                               A New Tax System (Goods and Services Tax) Act
                               1999 and related Acts of the Commonwealth (“GST
                               Law”);

“Guidelines”                  means those Guidelines made by the Privacy
                              Commissioner pursuant to the Privacy (Private
                              Sector Amendments) Act 2000 (CTH) relating to the
                              National Privacy Principles;

“National Privacy             means those National Privacy Principles incorporated
Principles”                   into the Privacy Act by the Privacy (Private Sector
                              Amendments) Act 2000 (CTH);

“Personal                      means information or an opinion (including
Information”                   information or an opinion forming part of a database)
                               whether true or not, and whether recorded in a
                               material form or not, about a Customer whose identity
                               is apparent, or can reasonably be ascertained, from
                               the information or opinion, whether provided directly
                               by a party to this Agreement or a Customer or by any
                               other person;

“Privacy Act”                  means the Privacy Act 1988 (CTH) as amended from
                               time to time;

“Sponsor Benefits”             means the rights and entitlements of the Sponsor set
                               out in Item 1 in Schedule A;

“Sponsor Contact”              means the person and address specified in
                               Item 4 of the Schedule;

“Sponsor Group”                Means

                                   (a) Suncorp-Metway Limited (“Suncorp”);

                                   (b) The Sponsor;

                                   (c) any present or future corporation or other
                                       business entity controlled by, controlling
                                       or under common control with Suncorp
                                       and for this purpose “control” means the
                                       right to control the composition of the
                                       board of directors or the right to cast or

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                                                    Contract 2010-2011
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control the casting of at least 50% of the
                                        maximum number of votes at a general
                                        meeting or the right to at least 50% of the
                                        dividends or income of that corporation or
                                        other business entity;
                                   (d) any present or future corporation or other
                                       business entity with which any of the
                                       companies identified in paragraphs (a),
                                       (b) or (c) above is consolidated or
                                       amalgamated or corporatised or merged
                                       into or to which all or substantially all of its
                                       assets are transferred; and
                                   (e) a company formed for purposes including
                                       the holding of some or all of the issued
                                       share capital, assets or liabilities of one or
                                       more of the entities mentioned in
                                       paragraphs (a) – (d) above.

“Sponsorship                   means a written report to be prepared by the
Evaluation Report”             Recipient at its own cost in accordance with the
                               requirements detailed in Item 3 in Schedule A;

“Sponsorship                   means the period specified in Item 5 of the Schedule
Period”                        as the period in respect to which the Sponsor
                               Benefits relate;

“Sponsorship                   means the amount specified in Item 4 of Schedule A;
Value”

1.2       In this Agreement including any Schedule unless the context otherwise requires:

          (a) a singular number includes the plural number and vice versa and reference to
              each gender includes the other gender;

          (b) words denoting individuals or persons include bodies corporate and trusts and
              vice versa;

          (c) headings are for convenience only and shall not affect interpretation;

          (d) the word “dollar” and symbol “$” refer to the lawful currency of Australia;

          (e) reference to any document or agreement includes reference to such document
              or agreement as amended, novated, supplemented, varied or replaced from time
              to time;

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(f)   reference to a time and date in connection with the performance of an obligation
               by a party is a reference to the time and date in the State of Queensland
               notwithstanding the obligation is to be performed elsewhere;

         (g) where any word or phrase is given a definite meaning in this Agreement any part
             of speech or other grammatical form in respect of such word or phrase has a
             corresponding meaning;

         (h) every agreement or undertaking express or implied, by which more persons than
             one agree or undertake any obligation and/or derive any benefit under this
             Agreement, will bind and/or enure for the benefit of such persons jointly and
             each of them severally;

         (i)   any Schedule attached to this Agreement is intended to form part of this
               Agreement; and

         (j)   the parties include their successors and permitted assigns.

2.       GRANT OF RIGHTS

2.1      In consideration of the payment to the Recipient by the Sponsor of the Sponsorship
         Value, the Recipient grants to the Sponsor the Sponsor Benefits for the Sponsorship
         Period.

3.       TERM

3.1      This Agreement shall commence on the Commencement Date and continue until the
         Expiry Date, unless otherwise terminated pursuant to the terms of this Agreement.

4.       WARRANTY

4.1      Each party warrants and represents to the other that it is the legal and beneficial
         owner of its trade mark/s, logo/s and business name/s, for the purpose of this clause
         collectively referred to as “Intellectual Property”, and is entitled to grant the rights to
         use or license its Intellectual Property to the other party in the manner contemplated
         by this Agreement, and that the use of its Intellectual Property by the other party will
         not infringe the intellectual property rights of any third party.

5.       PARTIES TO COMPLY WITH LAWS, RIGHTS AND POLICIES

5.1      The parties agree to ensure that the exercise of any of their rights or benefits under
         this Agreement, including, without limitation, advertising:

         (a) complies with all applicable laws;

         (b) complies with all applicable codes of conduct and industry standards; and

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                                                   Contract 2010-2011
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(c) complies with the requirements of all relevant government statutory bodies.

6.       INDEMNITY

6.1      The Recipient shall at all times indemnify and keep indemnified the Sponsor and the
         Sponsor Group including their directors, executives, officers, employees and agents,
         from and against all claims, liabilities, losses (including fines, penalties and set-offs),
         damages and costs (including legal costs and expenses) arising from:

         (a) any breach by the Recipient of this Agreement; or

         (b) any act or omission (including any negligence, unlawful conduct or wilful
             misconduct) by the Recipient or any of its employees or agents in relation to the
             performance of this Agreement.

6.2      This clause survives termination or expiry of this Agreement.

6A       INSURANCE

6A.1     The Recipient shall maintain during the term of this Agreement public and product
         liability insurance of at least $20 million.

6A.2     The Recipient will provide the Sponsor with a copy of the certificates of currency after
         a request by the Sponsor.

7.       CONFIDENTIALITY

7.1      The terms of this Agreement, including but not limited to the Sponsorship Value, and
         any related negotiations are confidential except where they are in the public domain,
         otherwise than as a result of a breach of the terms of this Agreement and each party
         undertakes not to make any statement or release any information concerning them or
         to disclose them to any person except to its accountants and legal advisers or as
         required by law without the prior written consent of the other party.

7.2      The Sponsor acknowledges that the Recipient’s business may require the disclosure
         of the financial benefits provided pursuant to the Agreement. Where a request is
         made by the Recipient to the Sponsor to allow the disclosure of financial information
         pursuant to the Agreement, such consent will not be unreasonably withheld,
         however, in no circumstances is the Recipient permitted to disclose any confidential
         information to another Financial Institution.

7.3      This clause continues to apply after the expiration of the Sponsorship Period and
         expiration or termination of this Agreement.

8.       CONFLICT OF INTEREST

8.1      The parties warrant to each other that at the Commencement Date no conflict of
         interest exists or is likely to arise in the performance of their respective obligations
         under this Agreement.

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                                                   Contract 2010-2011
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8.2      If, during the term of this Agreement a conflict or risk of conflict arises, each party
         undertakes to notify the other immediately of that conflict or risk.

9.       TERMINATION

9.1      Either party may terminate this Agreement:

         (a) if the other party fails to comply with any of its obligations under this Agreement
             and does not remedy that default within fourteen (14) days of receiving notice to
             do so;

         (b) if either party goes into liquidation, is wound up or dissolved (except for the
             purpose of amalgamation or reconstruction) or enters into a scheme of
             arrangement with its creditors or is placed under official management or in
             receivership or ceases to carry on business or ceases to be able to pay its debts
             as they become due.

9.2      The Sponsor may terminate this Agreement at any time if the Recipient does, or fails
         to do, any act or thing that may have a negative, embarrassing or adverse impact
         upon the reputation, image, goodwill, trade mark/s, logo/s and business name/s of
         the Sponsor and or the Sponsor Group and in this regard the parties acknowledge
         and agree that the Sponsor’s right to terminate the Agreement pursuant to this clause
         is at the Sponsor’s sole discretion and not subject to any objective test of
         reasonableness.

9.3      The Recipient is also permitted to terminate this Agreement at any time if the
         Sponsor does, or fails to do, any act or thing that may have a negative, embarrassing
         or adverse impact upon the reputation, image, goodwill, trade mark/s, logo/s and
         business name/s of the Recipient and in this regard the parties acknowledge and
         agree that the Recipient’s right to terminate the Agreement pursuant to this clause is
         at the Recipient’s sole discretion and not subject to any objective test of
         reasonableness.

9.4      If this Agreement is terminated for any reason:

         (a) each party must negotiate and act in good faith and in a timely manner to
             terminate their relationship on equitable and reasonable terms;

         (b) within thirty (30) days of the date of termination, each party must return to the
             other party any materials or other property belonging to that party; and

         (c) all rights and licenses granted by one party to the other party under this
             Agreement will revert automatically to the grantor.

9.5      Termination of this Agreement will be without prejudice to the rights of any party
         against the other party for any prior breach of this Agreement.

                                             Sunshine Coast Regional Council
                                                   Contract 2010-2011
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9.6      If the Agreement is terminated pursuant to Clause 9.1(a) and 9.1(b) or 9.2 hereof the
         Recipient will account to the Sponsor for any monies not expended for that year of
         the Sponsorship Period. All further obligations on the part of the Sponsor for the
         Sponsorship Period will cease.

10.       EFFECT OF TERMINATION OR EXPIRATION

10.1     On expiration or earlier termination of this Agreement:

         (a) the Sponsor must immediately cease any and all reference to being sponsor of
             the Recipient;

         (b) the Recipient must, if requested by the Sponsor, immediately cease any and all
             reference to the Sponsor as a sponsor of the Recipient;

         (c) all rights and opportunities granted under this Agreement will cease and each
             party will immediately take measures to discontinue any advertising and
             promotional activities specifically related to this Agreement; and

         (d) the Recipient will, if requested, make available the Sponsor’s signage for
             collection.

11.      DISPUTE RESOLUTION

11.1     Any dispute arising in connection with this Agreement which cannot be settled by
         negotiation between the parties or their representatives shall be submitted to
         arbitration in accordance with the Rules for the Conduct of Commercial Arbitrators for
         the time being of the Institute of Arbitrators Australia.

11.2     Prior to referring a matter to arbitration pursuant to subclause 11.1:

         (a) one party shall give to the other written notice of a dispute;

         (b) the parties shall refer the dispute to their respective contract managers for
             consideration;

         (c) if the respective contract managers are unable to resolve the dispute after ten
             (10) Business Days (or such other period as is agreed between the parties) from
             the date of delivery of the notice of dispute, the parties shall refer the dispute to
             the respective chief executive officers of each party; and

         (d) the parties shall in good faith explore the option of mediation.

11.3     Notwithstanding the existence of a dispute each party shall continue to perform its
         obligations under this Agreement.

11.4     Nothing in this clause shall prevent any party from seeking urgent equitable relief
         before an appropriate court.

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                                                   Contract 2010-2011
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11.5     If the parties cannot resolve the dispute within twenty-eight (28) days from the date of
         delivery of the notice of dispute, the parties shall resolve the dispute pursuant to
         subclause 11.1.

12.      ASSIGNMENT

12.1     The Sponsor may assign, sublicense or transfer, or purport to assign, sublicense or
         transfer, its rights or obligations under this Agreement.

12.2     The Recipient may not assign, sublicense or transfer, or purport to assign, sublicense
         or transfer, its rights or obligations under this Agreement without the Sponsor’s
         consent, which may be given or withheld at the Sponsor’s absolute discretion.

13.      GOVERNING LAW

13.1     This Agreement shall be governed by and construed according to the laws in force in
         the State of Queensland.

14.      SEVERABILITY

14.1     If any provision of this Agreement is held invalid, unenforceable or illegal for any
         reason, this Agreement shall remain otherwise in full force apart from such provision,
         which shall be deemed deleted.

15.      WAIVER

15.1     No right under this Agreement shall be deemed to be waived except by notice in
         writing signed by each party.

15.2     A waiver by either party pursuant to subclause 15.1 will not prejudice its rights in
         respect of any subsequent breach of this Agreement by the other party.

15.3     Subject to subclause 15.1, any failure by either party to enforce any of its rights
         under this Agreement, or any forbearance, delay or indulgence granted by that party
         to the other party, will not be construed as a waiver of that party’s rights under this
         Agreement.

16.      FORCE MAJEURE

16.1     Neither party shall be liable for any delay or failure to perform its obligations other
         than payment for any monetary sums due to and owing to the other party if such
         failure or delay is due to Force Majeure.

16.2     A party shall notify the other party as soon as practicable of any anticipated delay
         due to Force Majeure and the performance of a party’s obligations under this
         Agreement will be suspended for the period of the delay due to Force Majeure.

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                                                   Contract 2010-2011
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16.3     If a delay due to Force Majeure exceeds six (6) months, either party may terminate
         this Agreement immediately on providing notice to the other party.

17.      GST

17.1     If GST is levied or imposed on or in respect of any supply made under or in
         connection with this Agreement for which the consideration is a monetary payment,
         then unless otherwise stated, the consideration provided for that supply will be
         increased by the rate at which that GST is levied or imposed. Where any
         consideration is increased pursuant to this clause that increased consideration is
         payable within seven (7) days of receipt of invoice from the relevant party.

17.2     A party that receives any consideration (whether in money or otherwise) must
         provide to the other party a GST tax invoice (or any other document required under
         any legislation) in the form required by the GST Law.

17.3     Each party agrees to promptly exchange adjustment notes in the form required by
         the GST Law, in the event that an adjustment note under the GST Act arises in
         connection with this Agreement.

18.      GROUP BENEFIT

18.1     The Recipient will perform this Agreement for the benefit of the Suncorp
         Group and the Suncorp Group is entitled to rights and privileges under this
         Agreement as if references to the Sponsor include the Sponsor Group.
18.2       The Recipient agrees that each member of the Sponsor Group may make
           use of the Sponsor Benefits and is entitled to receive the Sponsor Benefits
           as though references in the relevant clauses of this Agreement to the
           Sponsor were references to that member of the Sponsor Group.
18.3       The Recipient confirms that it intends the Sponsor and each member of the
           Sponsor Group to benefit from each warranty, indemnity, undertaking or
           other obligation of the Recipient under this Agreement provided that the
           Sponsor, as the contracting entity, shall be responsible for enforcing and
           recovering under the relevant warranty, indemnity, undertaking or other
           obligation, including bringing any claim or demand, for and on behalf of the
           Sponsor Group.
18.4       The Recipient acknowledges and agrees that any act or omission of the
           Recipient in connection with this Agreement in relation to a member of the
           Sponsor Group will be taken to be an act or omission of the Recipient in
           relation to the Sponsor under this Agreement and that the Recipient will be
           liable to the Sponsor for any resulting Liability as though it had been suffered
           or incurred by the Sponsor. The Sponsor must ensure that any claim a
           member of the Sponsor Group may have against the Recipient in connection
           with this Agreement is brought by the Sponsor itself, as contemplated under
           this clause 18.4.
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18.5       The Sponsor may assign or novate the benefit or obligations of this
           Agreement to a member of the Sponsor Group without the consent of the
           Recipient, and in that event the Sponsor will notify the Recipient.

19.      EXCLUSIVITY

19.1     The Recipient agrees that:

         (a) it shall not accept any proposal for sponsorship from any other Financial
             Institution during the term of this Agreement or any subsequent term; and

         (b) it shall not offer any other Financial Institution the opportunity to sponsor the
             Recipient during the term of this Agreement or any subsequent term without the
             written consent of the Sponsor, which may be given or withheld at the Sponsor’s
             absolute discretion.

20.      PRIVACY

20.1     The Parties acknowledge and agree that:

         (a) information provided to the receiving party by the disclosing party pertaining to its
             Customers, may be Personal Information;

         (b) the receiving party shall deal with any Personal Information it receives from the
             disclosing party in accordance with the National Privacy Principles, Guidelines
             and the Privacy Act;

         (c) the receiving party shall take all reasonable steps to ensure that Personal
             Information held by it is protected against misuse, loss, unauthorised access,
             unauthorised modification, or unauthorised disclosure;

         (d) the receiving party shall ensure that authorised personnel only will have access
             to Personal Information and that personnel will only be authorised for such
             access on a “need to know basis” where access to such Personal Information is
             essential in order for personnel to carry out his / her / their duties;

         (e) the receiving party shall use Personal Information held only for the purposes of
             fulfilling its obligations under this Agreement;

         (f) the receiving party shall not disclose any Personal Information for sale or profit or
             any other benefit;

         (g) the receiving party shall ensure that its personnel (inclusive of staff and sub-
             contractors) are aware of the obligations under this Agreement (and in particular
             this clause) and the National Privacy Principles, Guidelines and the Privacy Act
             and where necessary shall provide its personnel with adequate training in respect
             of same;

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                                                   Contract 2010-2011
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(h) the receiving party shall not disclose any Personal Information other than in
             accordance with this Agreement, without the prior written authority of the
             disclosing party;

         (i) notwithstanding any other clause to the contrary contained in this Agreement the
             receiving party shall indemnify the disclosing party for any loss or damage or cost
             the disclosing party may become liable for or incur in connection with a claim or
             action resulting from a breach of this clause by the receiving party;

         (j) the receiving party shall immediately notify the disclosing party in writing upon the
             receiving party becoming aware of any breach of this clause giving details of the
             breach;

         (k) this clause shall survive the termination of this Agreement and shall continue to
             operate as between the parties until such time as the parties have either
             destroyed or returned to the other all Personal Information that the receiving party
             holds.

21.      NOTICES

21.1     Notices under this Agreement may be delivered by hand, by mail or by facsimile
         transmission to the address specified in Item 6 in the Schedule.

21.2     Notice will be deemed given:

         (a) in the case of hand delivery, upon written acknowledgment of receipt by an officer
             or other duly authorised employee, agent or representative of the receiving party;

         (b) in the case of posting, three (3) days after dispatch;

         (c) in the case of facsimile transmission, upon completion and upon confirmation of
             transmission by the sender’s facsimile machine of all pages of the notice.

22.      ENTIRE AGREEMENT

22.1     This Agreement constitutes the entire agreement between the parties. Any prior
         arrangements, agreements, representatives or undertakings are suspended.

22.2     No modification or alteration of any clause of this Agreement will be valid unless
         evidenced in writing and signed by each party.

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EXECUTED as an Agreement by the parties

Signed for and on behalf of                                    )
Suncorp Corporate Services Pty Limited                         )
by its duly appointed officer in the presence                  )
of:                                                            )
                                                               )
                                                               )
_______________________________                                )   .........................................................
Witness Signature                                              )   Signature of Officer
                                                               )
                                                               )
_______________________________                                )   ........................................................
Witness’ Name                                                  )   Print Name of Officer
                                                               )
                                                               )
                                                               )
                                                               )
                                                               )
                                                               )
Signed for and on behalf of                                    )
Sunshine Coast Regional Council                                )
                                                               )
by its duly appointed officer in the presence                  )
of:                                                            )
                                                               )
_______________________________                                )   ……………………………………...…
                                                               )   Signature of Officer
and                                                            )
                                                               )
_______________________________                                )   ………………………………………...
                                                               )   Print name of Officer
in the presence of:                                            )
                                                               )
                                                               )
_______________________________                                )   ………………………………………...
Name of Witness                                                    Signature of Witness

                                              Sunshine Coast Regional Council
                                                    Contract 2010-2011
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S C H E D U L E

1           RECIPIENT:-

            Sunshine Coast Regional Council

2           COMMENCEMENT DATE:-

            10 May 2010

3           EXPIRY DATE:-

            10 May 2011

4           SPONSOR CONTACT:-

            Emma Kennedy
            Marketing Officer Community Sponsorships
            Suncorp

5           SPONSORSHIP PERIOD:-

            12 months

6           NOTICES:-

            Sponsor:
            Terri Meadmore
            Executive Manager Brand and Sponsorships
            Suncorp-Metway Limited
            Level 13, Suncorp Centre
            36 Wickham Terrace
            Brisbane Qld 4001

            Recipient:
            Pauline Gordon
            Director Community Services
            Locked Bag 72
            Nambour Qld 4560

                                                Sunshine Coast Regional Council
                                                      Contract 2010-2011
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S C H E D U L E                                A
1.       SPONSOR BENEFITS:-

         In return for the Sponsorship Value, the Recipient shall provide the following benefits,
         rights and services to the Sponsor:

         Category Exclusivity
         The Sponsor shall receive sponsorship category exclusivity for bank, insurance, wealth
         management and financial services across the Recipient’s Lifeguard service.

         Intellectual Property Rights
         Use of the Recipient’s intellectual property including logos, images and related insignia
         for use in co-branded promotional campaigns (the Sponsor agrees to obtain approval of
         the use of these logos, images and related insignia from the Recipient prior to use).

         SIGNAGE
         Lifeguard Towers –
         Signage to be installed and maintained (at Sponsor’s cost) on or in prominent locations
         near to Thirteen (13) Lifeguard Towers situated at:
         • Noosa West Beach
         • Noosa Heads Beach
         • Sunshine Beach
         • Peregian Beach
         • Coolum North Beach
         • Coolum Main Beach
         • Maroochydore
         • Mooloolaba Spit
         • Wurtulla Beach
         • Currimundi
         • Dicky Beach
         • Kings Beach
         • Golden Beach

         Signage will include Recipient and Sponsor logos. Signage production and installation
         will be at the Sponsor’s cost, except for replacing the Recipients logo when finalised.
         The size of the signage is to be a minimum of 830mm high x 1200mm wide with the
         final signage design to be approved by the Recipient and the Sponsor. Signage will be
         updated and replaced at time agreed to by both the Recipient and Sponsor.

         A-Frame Signage
         Recipient Lifeguard personnel to place A-Frame “Lifeguard on Duty” and ‘UV Warning
         Meter” signs on eighteen (18) of the Recipient’s major beaches as follows:
         ƒ One(1) sign at Noosa Heads Beach (one each of “Lifeguard on Duty” and “UV
           Warning Meter”)
         ƒ One (1) sign at Sunshine Beach (one each of “Lifeguard on Duty” and “UV Warning
           Meter” Mon – Fri less public holidays)
         ƒ One (1) sign at Noosa West Beach (one each of “Lifeguard on Duty” and “UV
           Warning Meter Mon – Fri less public holidays”)

                                                 Sunshine Coast Regional Council
                                                       Contract 2010-2011
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ƒ One (1) sign at Sunrise Beach (one each of “Lifeguard on Duty” and “UV Warning
      Meter” All weekends and public holidays within Daily Placement period dates and
      Queensland Christmas & Easter School Holidays)
    ƒ One (1) sign at North Peregian Beach (one each of “Lifeguard on Duty” and “UV
      Warning Meter All weekends and public holidays within Daily Placement period and
      Queensland Christmas & Easter School Holidays”)
    ƒ One (1) sign at Peregian Beach (one each of “Lifeguard on Duty” and “UV Warning
      Meter” Mon – Fri less public holidays)
    • Two (2) signs at Mooloolaba Spit (one each of “Lifeguard on Duty” and “UV
       Warning Meter” on all weekends and public holidays within exposure period and
       Queensland Christmas & Easter School Holidays).
    • Two (2) signs at Coolum Beach (one each of “Lifeguard on Duty” and “UV Warning
       Meter”).
    • One (1) sign at Alexandra Headlands (one each of “Lifeguard on Duty” and “UV
       Warning Meter” Mon – Fri less public holidays).
    • One (1) sign at Maroochydore (one each of “Lifeguard on Duty” and “UV Warning
       Meter” Mon – Fri less public holidays).
    • One (1) sign at Yaroomba Beach (one each of “Lifeguard on Duty” and “UV
       Warning Meter” Mon – Fri less public holidays).
    • Two (2) signs at Dicky Beach (one each of “Lifeguard on Duty” and “UV Warning
       Meter” Mon – Fri less public holidays)
    • Two (2) signs at Kings Beach (one each of “Lifeguard on Duty” and “UV Warning
       Meter” Mon – Fri less public holidays )
    • One (1) signs at Bulcock Beach (one each of “Lifeguard on Duty” and “UV Warning
       Meter” Mon – Fri less public holidays )
    • One (1) signs at Buddina Beach (one each of “Lifeguard on Duty” and “UV Warning
       Meter” Mon – Fri less public holidays )
    • One (1) signs at Golden Beach (one each of “Lifeguard on Duty” and “UV Warning
       Meter” during Queensland Christmas & Easter School Holidays)
    • One (1) signs at Currimundi Beach (one each of “Lifeguard on Duty” and “UV
       Warning Meter” All weekends and public holidays within Daily Placement period
       and Queensland Christmas & Easter School Holidays”))
    • One (1) signs at Wurtulla Beach (one each of “Lifeguard on Duty” and “UV Warning
       Meter” All weekends and public holidays within Daily Placement period and
       Queensland Christmas & Easter School Holidays”))

    The portable signs are to be in a form approved by the Recipient and the Sponsor and
    will be placed behind the flags on the aforementioned beaches as per the following
    signage placement schedule:

    2010-2011

    Daily placement (including weekends and public holidays except where outlined)

    •    Summer & QLD/NSW December School Holidays (1 December 202010 – 28
         February 2011)

    The Lifeguard Service agree to store and display the signage. The Sponsor will pay for
    the cost of the signs, except for replacing the Recipients logo, and ownership of the

                                            Sunshine Coast Regional Council
                                                  Contract 2010-2011
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signage will remain with the Sponsor.

         The Recipient will be responsible for updating the meter on the UV Signage A-frames
         on a daily basis in line with the UV rating delivered daily on the Bureau of Meteorology
         website. ( http://www.bom.gov.au/products/UV/Sunshine_Coast_QLD.shtml)

         Pop-Up Tents
         Sponsor-branded “pop-up” (3mx3m) tent is to be placed behind the flags at the
         following beaches:
         Pop up tent at each of the following Northern Beaches:
         • Two (2) x Noosa Heads Beach
         • One (1) x Sunshine Beach (Sunrise Beach during weekends & public holidays)
         • One (1) x Peregian Beach (Nth Peregian during weekends & public holidays)
         • One (1) x Coolum Beach
         • One (1) x Yaroomba (Mon- Fri less public holidays)
         Pop up tent at each of the following Southern Beaches:
         • Two (2) x Kings Beach Mon – Fri less public holidays
         • One x (1) Dicky Beach Mon – Fri less public holidays
         •    One x (1) Bulcock Beach Mon – Fri less public holidays
         •    One (1) x Maroochydore (Mon – Fri less public holidays)
         •    One (1) x Alexandra Headland (Mon- Fri less public holidays)
         •    One (1) x Mooloolaba Spit – All weekends and public holidays within above dates
              and Queensland Christmas & Easter School Holidays

         The “pop-up” tents shall be produced by the Sponsor, and erected and stored by the
         Recipient’s Lifeguard Service. Ownership of the tents will remain with the Sponsor. The
         tents will be erected and dismantled as per the signage placement schedule by the
         Lifeguard Service. The tents are to be erected as per the manufactuer’s instructions
         (supplied from On show Promotions with the delivery of tents). Tents are to be erected
         daily, except where tents are temporarily unavailable due to repair or maintenance.

         The Recipient shall be responsible for the maintenance of the tents during the period
         with respect to damage caused by normal wear and tear or negligent use. The Sponsor
         shall supply a tent cover and maintenance kit to the Recipient to assist with repairs of
         the tents.

         In addition to the indemnity in the body of the Agreement, the Recipient will indemnify
         the Sponsor against any liability it incurs as a consequence of the negligence of the
         Recipient or its employees in the erection and dismantling of the tents.

2.       BRANDING AND ADVERTISING:-
         •    The Sponsor and their promotional staff (in the Sponsor’s branded uniforms) are to
              provide a free sunscreen service across the Recipient’s beaches included in this
              Agreement as part of its skin cancer initiative. Promotional and the Sponsor’s staff
              will be able to roam the beaches on nominated dates as per the signage
              placement schedule between the hours of 10am and 3pm on a daily basis
              (dependent on staff scheduling) offering beachgoers free sunscreen.

         •    The Sponsor may stage a maximum of four sun safety related events at each beach

                                                 Sunshine Coast Regional Council
                                                       Contract 2010-2011
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listed in the Agreement, with prior approval from the Recipient as per dates outlined
              in the signage placement schedule.

         •    The Sponsor may insert one sun safety information flyer in residents’ rates notices
              during the period 1 December 2010 to 28 February 2011. The Sponsor will provide
              the insert (at Sponsor’s cost) with the insertion to be carried out by the Recipient.

         •    The Recipient is able to provide any additional sponsorship opportunities for the
              Sponsor’s consideration during the term of this agreement. Each additional
              sponsorship opportunity must be submitted in writing for the Sponsor’s assessment
              separate to the terms of this agreement.

3.       SPONSORSHIP EVALUATION REPORT AND SERVICING:-

         The Recipient shall provide a resource to act as the Recipient’s main liaison point with
         the Sponsor for partnership related matters.

         The Recipient shall provide an annual end-of-year sponsorship report in a form
         approved by the Sponsor demonstrating fulfilment of benefits provided to the Sponsor,
         no later than31st March 2011 (for the period 1st December 2010 – 28th February
         2011)

4.       SPONSORSHIP VALUE:-

         Under this Annual Agreement the Sponsor will provide sponsorship support through an
         annual sponsorship fee of $140,000 (inclusive of GST) payable to the Recipient in two
         instalments of $70,000 (inclusive of GST). Payments to be made on or before 10
         October 2010 and the second instalment on or before 10 April 2011.

                                                 Sunshine Coast Regional Council
                                                       Contract 2010-2011
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