Request for Proposal - pulse-static-files.s3.amazonaws.com · World Cup 2020 (T20WC). This Request for Proposal (RFP) is issued by T20 World Cup 2020 Ltd, the LOC (as defined in Section

T20 World Cup 2020 Ltd

Level 2, 128 Jolimont Road

Jolimont Vic 3002

Request for Proposal

Schools Program for ICC T20 World Cup 2020 Date of Issue: 18 March 2019

COMMERCIAL IN CONFIDENCE


COMMERCIAL-IN-CONFIDENCE

© T20 World Cup Ltd

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Table of Contents

Introduction ........................................................................................................................................................................................... 4

Overview of the T20WC .................................................................................................................................................................... 5

Tournament Vision ........................................................................................................................................................................ 5

Tournament Structure .................................................................................................................................................................. 5

ICC Women’s T20WC .............................................................................................................................................................. 5

ICC Men’s T20WC ..................................................................................................................................................................... 6

Host Cities and Venues ............................................................................................................................................................... 7

PART A: RFP CONDITIONS .............................................................................................................................................................. 9

1. Interpretation ........................................................................................................................................................................ 9

2. General Conditions of RFP ............................................................................................................................................. 10

3. Proposal response ............................................................................................................................................................. 15

4. Information to be included in Proposal ................................................................................................................... 17

5. Agreement ........................................................................................................................................................................... 17

6. Security .................................................................................................................................................................................. 17

7. Evaluation of Proposal ..................................................................................................................................................... 17

8 Selection and appointment of successful Respondent ...................................................................................... 19

9 Special Conditions ............................................................................................................................................................. 20

10 RFP Process .......................................................................................................................................................................... 21

PART B SCOPE OF WORKS ...................................................................................................................................................... 22

1 Overview of Schools Program ...................................................................................................................................... 22

2 Specific Schools Program Objectives ........................................................................................................................ 22

3 Interdependency with Cricket Australia’s Schools Strategy ............................................................................. 22

4 Structure of Schools Program ...................................................................................................................................... 24

5 Scope of Services ............................................................................................................................................................... 31

PART C: SCHOOLS PROGRAM SERVICES AGREEMENT .................................................................................................... 33

PART D: PROPOSAL RESPONSE ................................................................................................................................................. 34

SCHEDULE 1: RESPONDENT DETAILS ....................................................................................................................................... 35

SCHEDULE 2: CURRENT AND PROJECTED WORKLOAD .................................................................................................. 38

SCHEDULE 3: DETAILS OF PROPOSAL ..................................................................................................................................... 39

Response Template 1 – Relevant Experience ................................................................................................................... 40

Response Template 2 - Project management experience and staffing ................................................................. 41

Response Template 3 - Project design and implementation ..................................................................................... 42

Response Template 4 – Staffing of the Project ............................................................................................................... 43

Response Template 5 - Creative and innovative ideas for T20WC and lessons from other major events

............................................................................................................................................................................................................ 44




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Response Template 6 - Risk Management and BCP ..................................................................................................... 45

SCHEDULE 4: PRICING .................................................................................................................................................................... 46

SCHEDULE 5: AREAS OF NON-COMPLIANCE ...................................................................................................................... 47

SCHEDULE 6: ADDITIONAL INFORMATION .......................................................................................................................... 48




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Introduction

Thank you for expressing interest in the development and delivery of the Schools Program for the ICC T20

World Cup 2020 (T20WC). This Request for Proposal (RFP) is issued by T20 World Cup 2020 Ltd, the LOC

(as defined in Section 1 of the RFP Conditions) for the T20WC, for the purpose of selecting a partner to

build on the LOC’s vision and deliver the Schools Program for the T20WC.

T20WC is cricket’s ultimate prize in the fastest growing and most accessible format of the game.

T20 cricket is leading the way as the model for innovation in global sport and entertainment. It has been

the vehicle to attract new, more diverse and younger audiences to the game all around the world.

This will be the first time that the ICC T20 World Cup tournament has been held in Australia and follows

the highly successful ICC Cricket World Cup 2015, staged across Australia and New Zealand, which delivered

record-breaking attendances of over one million and global television audiences of over 1.5 billion.

In a landmark decision for the development of women’s sport, the ICC approved Cricket Australia’s proposal

to host the ICC Women’s T20 World Cup (Women’s T20WC) as a standalone event. The Women’s T20WC

will be held from 21 February to 8 March 2020, with the ICC Men’s T20 World Cup (Men’s T20WC) running

from 18 October to 15 November 2020 (precise dates for the Tournament are subject to change by the

ICC).

This means that T20WC will span the whole calendar year and ensure that both the Women’s and Men’s

competitions will be promoted and staged as major global events in their own right.

LOC is committed to achieving its collective goals by seeking to deliver a best-in-class Schools Program

solution for the T20WC. In order to achieve this goal, LOC requires the following services (as set out in this

RFP):

1. Development of curriculum-aligned materials;

2. Build of a digital platform and associated resources in order to roll out the Schools

Program; and

3. Development of the marketing and communications plan to optimise take up of the

Schools Program.

LOC thanks you for your interest and looks forward to receiving your response to this RFP.




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Overview of the T20WC

In 2020, Australia will host not one but two T20 World Cups. By hosting the Women’s Tournament first,

there is a significant opportunity to showcase the excitement on and off the pitch, creating momentum for

the Men’s tournament later in the year where there is a larger volume of tickets to sell.

Whilst most of the women’s group games are being held in medium sized venues, the two Semi Finals are

being played in the Sydney Cricket Ground and the final is taking place at the Melbourne Cricket Ground

on March the 8th 2020 (International Women’s Day). A major ambition for the tournament is to fill the MCG

and in so doing break the existing World Record for attendance at a Women’s only sporting event (90,185

for the Women’s FIFA World Cup final in 1999 in the USA).

Tournament Vision

The T20 format of Cricket is characterised as fast-paced, high-energy, heavy-hitting cricket that entertains.

Every single ball counts – intensity, fitness, strength and agility, specialist skills and innovation. Pace, thrill

and vibrancy.

The T20 format of cricket is seen as the discovery vehicle for cricket and provides opportunities to

participate. It transcends demographics, it is multi-generational, it attracts new fans because it is accessible,

and its goal is to drive the popularity of the sport.

The T20WC’s event proposition is that established, young and challenger nations have the opportunity to

compete. This is the game-changer to move the sport forward. It is cricket amplified. Every ball is an event,

every big hit a thrill and every player a star, T20WC is an event worth sharing. Fast-paced, high-energy

cricket and pulsating entertainment. High impact & reflective of local trends.

The tournament vision for T20WC is: A Spectacular Celebration.

Tournament Structure

ICC Women’s T20WC

Ten teams will compete in the Women’s T20WC with the top eight teams from the ICC Women’s T20 World

Cup 2018 tournament (completed in the West Indies from 9 to 24 November 2018) automatically qualifying

for the event. The remaining two teams will be decided via a qualification tournament to take place in mid-

2019.

For information, the top eight teams from the T20WC as at November 2018 rankings are:

1. Australia

2. England

3. New Zealand

4. West Indies

5. India

6. South Africa

7. Pakistan

8. Sri Lanka




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The dates for the Women’s T20WC are 21 February to 8 March 2020, with 23 Matches being played over

the period.1

The full women’s fixture can be found here: https://www.icc-cricket.com/t20-world-cup/womens-fixtures

Participating nations are allocated to each pool by the ICC and informed by the confirmed rankings of each

Team, ensuring an even depth of competition across both pools.

In the Group stage, Teams play each other Team in their group once, with the top two teams in each Group

advancing to the Semi Finals. A total of 20 Matches will be contested in the Group stage.

The Team that finishes at the top of one Group plays the second-placed team of the other Group in the

Semi Finals, with the winners advancing to the Final. Warm Up Matches will be played in the week prior to

the Group Stage and may be ticketed.

ICC Men’s T20WC

The Men’s T20WC provides a broad opportunity of participation through the qualification system and the

two-stage format. It will feature the best 16 teams in the world.

The top nine ranked Teams on the MRF ICC T20I Rankings table as at 31 December 2018, plus the Host

Member, Australia, automatically qualify for the Men's T20WC. Of these, the top eight ranked Teams

proceed directly to the second round of matches. The two lowest ranked Teams participate in the first

round of matches and are joined by a further six Teams which are determined through a qualifying

tournament to be held in October/November 2019. ICC T20 rankings as at 31 December 2018 are:

1 Pakistan

2 India

3 England

4 Australia

5 South Africa

6 New Zealand

7 West Indies

8 Afghanistan

9 Sri Lanka

10 Bangladesh

11 Scotland

12 Zimbabwe

13 UAE

14 Netherlands

15 Hong Kong

16 Oman

17 Ireland

The dates for the Men’s T20WC are 18 October to 15 November 2020 with 45 Matches being played over

the period.2

The full men’s fixture can be found here https://www.icc-cricket.com/t20-world-cup/mens-fixtures

Participating nations are allocated to each pool by the ICC and informed by the confirmed rankings of each

Team ensuring an even depth of competition across both pools.

1 Precise dates for the Tournament are subject to change

2 Precise dates for the Tournament are subject to change

https://www.icc-cricket.com/t20-world-cup/womens-fixtures

https://www.icc-cricket.com/t20-world-cup/mens-fixtures




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In the first round of matches, Teams play each other Team in their group once, with the top two teams in

each Group advancing to the second round of matches. A total of 12 Matches will be contested in the first

round of matches.

In the second round of matches, Teams play each other Team in their group once, with the top two teams

in each Group advancing to the Semi Finals. A total of 30 Matches will be contested in the second round

of matches.

The Team that finishes at the top of one second round Group plays the second-placed team of the other

second round Group in the Semi Finals, with the winners advancing to the Final.

For Teams in the first round of matches, Warm Up Matches will be played in the week prior. Teams that

automatically qualify for the second round of matches will play Warm Up Matches whilst the first-round

matches are underway. Warm up matches may be ticketed.

Host Cities and Venues

The host cities and venues for the T20WC were announced on 30 January 2018 and are summarised in the

table below, along with the number of matches allocated to each venue.

Host City Venue(s) Matches

Women’s Men’s

Adelaide Adelaide Oval • One (1) semi-final

• Six (6) Super 12 matches total

Two (2) Double Headers

Two (2) Single Headers

Karen Rolton Oval • Warm up matches

Brisbane Gabba • Four (4) Super 12 matches total

One (1) Double Header


Allan Border Field^ • Warm up matches

Canberra Manuka Oval • Five (5) group matches total


One (1) Single header

Geelong Kardinia Park Stadium

(currently known as GMHBA

Stadium)

• Six (6) group matches total

• Three (3) Double Headers

Hobart Bellerive Oval • Six (6) group matches total

Three (3) Double Headers

• Two (2) Super 12 matches total

• One (1) Double Header

Melbourne MCG • Women’s Final • Men's Final



Two (2) Single Header

Junction Oval • Five (5) group matches total



Perth Perth Stadium • Six (6) Super 12 Matches total






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Host City Venue(s) Matches

Women’s Men’s

(currently known as Optus

Stadium)

WACA Ground • Five (5) group matches total



Sydney SCG • Two (2) Women’s semi finals

• One (1) men's semi final



Two (2) Single Headers including

opening match featuring Australia

Sydney Showground Stadium

(currently known as Spotless

Stadium)

• Five (5) group matches total


One (1) Single header including

opening match featuring Australia




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PART A: RFP CONDITIONS

1. Interpretation

In these RFP Conditions, unless the context otherwise requires:

“Agreement” means the agreement and its schedules for the provision of Services to be entered into

between LOC (or, LOC’s absolute discretion, CA, ICC, IBC or such other third party as LOC may nominate at

any time prior to the execution of the Agreement) and the successful Respondent in accordance with the

template set out in Part C.

“Closing Date” means the time and date for the close of Proposals nominated in Item 1 of Section 10 of

this Part A.

“Confidential Information” means the terms and conditions of this RFP and all other documents,

information, know-how and data, in any form, and in any media relating to or concerning LOC or connected

with the staging of the Tournament, this RFP, LOC, ICC, RFP process in any media which is marked

“Confidential” or, would reasonably be regarded as confidential, including:

(a) strategies, projects, policies and business plans;

(b) financial information;

(c) marketing and advertising concepts, plans and materials; and

(d) drawings, designs, patterns, samples, models, plans, trade-marks and logos,

but excluding information which:

(i) is in or comes into the public domain otherwise than as a result of a breach of this RFP; or

(ii) at the time of first disclosure to or observation by the Respondent was already in the

Respondent’s lawful possession in written form.

“Function” means any ICC or LOC designated official event or function taking place in relation to the

Tournament, including media, ticketing and event launches, opening and closing ceremonies or dinners,

press conferences, hospitality functions, promotional events and Tournament-related workshops.

“IBC” means ICC Business Corporation FZ LLC, a wholly-owned subsidiary company of the ICC.

“ICC” means the International Cricket Council Limited, the official international governing body of cricket.

Any reference to the ICC incorporates its commercial arm, ICC Business Corporation FZ LLC.

“LOC” means T20 World Cup 2020 Ltd (ACN 618 113 269), the organising committee for the ICC T20 World

Cup 2020.

“Laws” means the requirements of all applicable statutes, rules, regulations, proclamations, ordinances or

by-laws present or future.

“Marks” means all marks and logos registered or unregistered designated by the ICC or LOC for use in

relation to the Tournament, including without limitation the Tournament name, look and feel, logo,

mascots, trophy and any slogans.

“Match” means any cricket match forming part of the Tournament, including warm up Matches.

“Proposal” means a proposal by the Respondent in response to the RFP and any subsequent clarifications.

“Public Announcements” means any release, comment, provision or disclosure of any information to any

media entity or anyone engaged in the provision of information to the public.

“Respondent” means a respondent to this RFP.




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“RFP” means this invitation and the RFP Documents issued by LOC to each Respondent to submit a

Proposal in accordance with these RFP Conditions.

“RFP Conditions” means the terms and conditions that govern the RFP process.

“RFP Documents” means the following documents, and any amendments, provided to the Respondents

by LOC including without limitation:

• RFP cover letter;

• RFP Conditions;

• Annexures;

• Scope of Works;

• Schedules, including Proposal Response Templates;

• Agreement; and

• any annexure of the above documents and any other documents required to be submitted by the

Respondent pursuant to this RFP.

“Services” means the delivery of the goods and services to be provided to LOC as set out in the Scope of

Works.

“Scope of Works” means the document that sets out the background information on T20WC, the purpose

of the RFP and describes in detail the Services to be provided to LOC by the successful Respondent as set

out in Part B.

“Statement of Compliance” means the statement to be completed and executed by the Respondent in

accordance with Part D.

“Tournament” means all Matches and Functions of the T20WC tournament to be held in Australia in 2020.

“T20WC” means ICC T20 World Cup tournament, comprising the ICC Women’s T20 World Cup and the ICC

Men’s T20 World Cup.

2. General Conditions of RFP

RFP conditions

2.1. These RFP Conditions govern the RFP made by LOC. LOC may vary the RFP Conditions at any time,

including following the Closing Date by notice in writing to the Respondents still involved in the

RFP at the time the RFP Conditions are varied.

2.2. These conditions apply on receipt by the Respondent of this RFP and the Respondent shall procure

that other relevant parties, including any third-party agencies acting on their behalf, agree to be

bound by and accept such terms and conditions. If the Respondent does not accept all of these

RFP Conditions, it must immediately return this RFP to LOC and the Respondent will not be entitled

to participate further in the RFP.

Scope of Works

2.3. The Scope of Works, which forms part of this RFP, sets out information in relation to LOC’s

operations, the purpose of the RFP and a description of the Services to be provided by the

successful Respondent. LOC may vary the Scope of Works at any time including following the

Closing Date by notice in writing to the Respondents still involved in the RFP at the time the Scope

of Works is varied.




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Information provided by LOC

2.4. All information in relation to the RFP provided by LOC, whether in the RFP Documents or otherwise

in writing or orally, is provided in good faith to assist Respondents to assess and respond to the

RFP. The information does not intend to exhaustively cover every element of the proposed

opportunity. LOC makes no representations or warranties regarding the accuracy or completeness

of the information.

2.5. The Respondent acknowledges that LOC is not liable for any loss, damage or expense suffered by

a Respondent as a result of any inaccuracy or inadequacy in any information it provides to the

Respondent, or any reliance on such information by the Respondent.

Respondent must make own investigations and enquiries

2.6. The Respondent accepts that it must not rely solely on the information provided by LOC when

considering whether to participate in the RFP process. The Respondent acknowledges that it must

make all necessary investigations for it to become thoroughly informed about the subject matter

of the Request for Proposal and the Services and it is the Respondent’s responsibility to interpret

and assess the relevance, accuracy and adequacy of the information provided by LOC.

2.7. The Respondent will be expected to have examined all information which is relevant to the risks,

contingencies and other circumstances which could affect its Proposal and which is obtainable by

it by making reasonable enquiries. If oral statements are made at any time during the RFP process

which the Respondent considers important, it should request confirmation in writing from LOC. A

non-written response to any Respondent request for information or clarification will not be binding

on LOC.

2.8. The Respondent may request clarification or elaboration from LOC of any of the RFP Documents

or other information provided. All requests must be in writing. The Respondent should use the

nominated email address for all contact. LOC is not bound to provide the information requested.

Any material response or information provided by LOC will be given by LOC to all Respondents

and any specific response or information may be provided to all other Respondents or only to the

enquiring Respondent at the absolute discretion of LOC. The source of the queries will be treated

in confidence.

Intellectual property

2.9. Each Respondent acknowledges that any and all intellectual property rights of LOC and the ICC

(including, without limitation, to the Marks and other intellectual property rights relating to the

Tournament) remain the exclusive property of LOC or the ICC (as appropriate).

2.10. The Respondent is not permitted to use or reproduce Marks (or any other intellectual property

owned or controlled by LOC or the ICC) during and subsequent to the RFP process without prior

written approval from LOC, which includes, for the avoidance of doubt, the use or reproduction of

the Marks in the Proposal.

2.11. The Respondent acknowledges and agrees that all intellectual property rights, including but not

limited to, copyrights, patents, trade-marks, designs, brand names, logos, data, circuit layouts,

clothing, digital images, photographs, artwork and Confidential Information discovered, developed

or otherwise coming into existence as a result of, for the purposes of, or in connection with the

RFP Process (including without limitation the Proposal) will vest in, and are assigned to, the ICC on




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creation. The Respondent must execute, and must procure that relevant third parties execute, all

documents and do all things required to give effect to this clause.

2.12. If any material, matter or thing (including software, documentation or data) is owned by the

Respondent and such material, matter or thing is incorporated in or attached to any intellectual

property owned by LOC or the ICC (whether pursuant to this clause or otherwise), the Respondent

grants LOC and the ICC a perpetual, irrevocable, transferable and royalty free licence (including the

right to sub-license) to exercise all intellectual property rights in such material, matter or thing for

the purpose of accessing and using the intellectual property owned by LOC and the ICC as referred

to in this clause.

2.13. LOC acknowledges that nothing in clauses 2.11 or 2.12 purports to assign any rights in any

underlying concepts, processes and technologies referred to in any Proposal which were created

or developed by the Respondent prior to the Respondent’s participation in this RFP or to any pre-

existing trademark of the Respondent.

2.14. The Respondent warrants that all materials submitted as part of the Proposal will be original and

that any reproduction or other use of the materials will not infringe the intellectual property rights

(including any copyright or patents) of any third party and the Respondent shall indemnify and

hold harmless LOC and the ICC with respect to all and any liability arising out of or in connection

with any claim by a third party that such reproduction or use of materials infringes its intellectual

property rights.

2.15. The Respondent is not permitted to use or reproduce Marks during and subsequent to the RFP

process without prior written approval from LOC, which includes for the avoidance of doubt the

use or reproduction of the Marks in the Proposal.

2.16. Any documentation and copyright in all documentation provided to LOC in a Proposal or otherwise

in response to this RFP by the Respondent shall upon delivery to LOC belong and/or accrue

exclusively to the ICC. No Respondent shall claim ownership over any rights including (without

limitation) intellectual property rights, in relation to the ideas, concepts, material or any other rights

contained in this RFP.

Confidentiality and Public announcements

2.17. The Respondent undertakes to:

(a) keep secret and treat as confidential the Confidential Information;

(b) only use the Confidential Information for the purposes of considering whether to respond

and providing a Proposal with respect to this RFP (Agreed Purpose); and

(c) ensure that any person to whom it discloses Confidential Information only uses the

Confidential Information for the Agreed Purpose.

2.18. The Respondent must not, without LOC’s prior written consent (which consent may be withheld by

LOC in its sole and absolute discretion):

(a) use or permit any person to use the Confidential Information for any purpose other than

the Agreed Purpose;

(b) permit unauthorised persons to have access to places where Confidential Information is

displayed, reproduced or stored; or

(c) make or permit any copying, scanning, transcribing, re-writing or otherwise recording the




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Confidential Information or any part of it in any way other than for the Agreed Purpose.

2.19. The Respondent must:

(a) establish and maintain effective security measures to safeguard Confidential Information

of LOC from access or use not authorised by the RFP Conditions; and

(b) keep Confidential Information under its control.

2.20. The Respondent must immediately, at LOC’s written request:

(a) return to LOC;

(b) destroy and certify in writing to LOC the destruction of; or

(c) destroy and permit LOC to witness the destruction of, all Confidential Information of LOC

in the Respondent's possession or control.

2.21. The Respondent must not make any Public Announcements in relation to this RFP or any matters

relating to it unless it first obtains written consent from LOC. If the Respondent makes any Public

Announcement at any time without the prior written consent of LOC then, without prejudice to

any other right or remedy available to it, LOC reserves the right to reject the Proposal without

notice, whether or not the Respondent has been advised it is successful or unsuccessful. LOC

reserves its right to pursue all additional or alternative remedies available to it to the fullest extent

of the law.

2.22. The Respondent must not create or seek to create any association (whether promotional,

commercial or otherwise) with the Tournament, LOC, ICC or the Marks, in each case whether in

relation to this RFP or otherwise.

Governing law and jurisdiction

2.23. This RFP is governed by the laws of Victoria, Australia. The Respondent submits to the exclusive

jurisdiction of the courts of Victoria, Australia in relation to any dispute arising in relation to this

Proposal without the written consent of LOC.

Compliance with Laws

2.24. The Respondent agrees to comply with all Laws, as they may be applicable to them in relation to

the RFP and the provision of the Services and to indemnify and hold LOC harmless in respect of

any breach of such Laws.

Conflict of Interest Declaration

2.25. A conflict of interest arises when a Respondent’s integrity, objectivity or fairness in performing the

services is at risk due to a personal interest or conflicting business arrangement of the Respondent,

or a person or organisation associated with the Respondent.

2.26. Respondents must disclose in their Proposal any potential or actual conflicts of interest that they

may have or may be perceived to have in respect of their responsibilities to LOC and other parties

in the course of delivering the services, should they be selected as the successful Respondent.

Respondents with such conflict or perception of conflict must specify in the Proposal how they will

manage the conflict or perception of conflict to provide assurance that it will not adversely impact

the performance of any services.




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2.27. The Respondent and any person or organisation associated with the Respondent must not directly

or indirectly provide any form of inducement or reward to any employee or shareholder of LOC or

any of their respective representatives in relation to this RFP process.

2.28. Without prejudice to any criminal liability a Respondent may attract and any other remedies

available to LOC or the ICC, each Respondent undertakes that it shall not:

(a) fix or adjust the costs of its Proposal by or in accordance with any agreement or

arrangement with any other party;

(b) communicate to any party the costs or approximate costs of its proposed Proposal or

information which would enable the amount or approximate amount to be calculated

(except where such disclosure is made in confidence in order to obtain quotations

necessary for the preparation of the Proposal or insurance or any necessary security);

(c) enter into any agreement or arrangement with any other party that such other party

shall refrain from submitting a Proposal;

(d) enter into any agreement or arrangement with any other party as to the costs of any

Proposal submitted; and/or

(e) collaborate or collude with any third party (including, without limitation, any referee of

the Respondent whom LOC contacts in relation to the Respondent) with a view to unfairly

influencing the outcome of the RFP process or otherwise misleading or concealing

information from LOC.

Rights reserved

2.29. Each Respondent acknowledges that save as set out in an Agreement (as applicable), all rights and

opportunities in and in relation to the Tournament shall be exclusively reserved by LOC or the ICC

(as appropriate).

Entire agreement

2.30. In consideration of LOC receiving and reviewing its Proposal, each Respondent confirms and

warrants that it has read, understood and accepted the terms and conditions set out in this RFP,

which take precedence over any provisions contained in any other communications between the

Respondent and LOC. Each Respondent further acknowledges that, except as set out in the

Proposal and in any subsequent Agreement (if any), there is no existing agreement, arrangement

or understanding in place (whether in writing or oral) between the Respondent and LOC in relation

to this RFP process, its subject matter and/or the provision of the Services.

Indemnity

2.31. Each Respondent shall indemnify and hold harmless LOC and the ICC with respect to all and any

liability to any third party arising out of or in connection with the RFP process and/or any breach

by a Respondent (or any party or parties for which a Respondent is responsible) of the terms and

conditions set out herein, any Laws and/or any other act or omission.




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3. Proposal response

Binding and irrevocable offer

3.1 The Respondent is to submit a proposal using the template or information set out in Part D by the

date set out Part A (if any).

3.2. The submission of a Proposal will constitute a binding and irrevocable offer by the Respondent to

provide the Services to LOC in accordance with the RFP.

3.3 LOC may treat the Proposal as the best offer without and despite any further enquiry.

3.4. The Proposal must remain fixed and open for acceptance by LOC for 150 days from the Closing

Date.

3.5. A Proposal cannot be withdrawn or varied after it has been submitted to LOC except with the

written consent of LOC.

No contractual relationship established

3.6. This RFP is an invitation to submit a Proposal only and does not constitute a tender, a contract

granting rights, an offer to grant rights, or an offer to acquire any goods and or services that is

capable of acceptance. Submission of a Proposal does not create a contract for the provision of

the Services in any way unless and until the Proposal is accepted by LOC and the parties execute

an Agreement.

3.7. The issue of this RFP and the submission by the Respondent of a Proposal does not create any

obligation on LOC to buy any goods and or services from the Respondent, or to enter into any

binding legal relationship with any one or more Respondents. LOC is not obliged to accept or

consider any Proposal in full or in part or any responses or submissions in relation thereto and LOC

may reject any Proposal, responses or submissions (or any part thereof) and, in its sole discretion,

may refuse to award any business in connection with this RFP.

Respondent warranties

3.8. In participating in the RFP process and/or in submitting a Proposal, the Respondent hereby

warrants and represents to LOC, on its own behalf and on behalf of any other party to its Proposal

that:

(a) its Proposal and all documentation, information and/or communications contained or

referred to therein is true, accurate, authentic, up-to-date and not misleading in any

respect or particular, including, without limitation, by omission of any material, information

or facts and that LOC is fully able to rely on the accuracy and authenticity of any and all

such information, documentation, representations and/or communications and/or the

contents thereof. If, after submitting its Proposal there is any change in the Respondent's

circumstances or any other event occurs which may adversely affect and/or impact such

information and/or representations and/or the manner in which they may be interpreted

by LOC, the Respondent shall promptly notify LOC in writing setting out the relevant details

in full;

(b) it will (at its own cost) provide all necessary assistance and make available relevant

personnel to LOC in connection with any due diligence undertaken by LOC in relation to

verifying and/or clarifying elements of the Proposal whether in connection with the

finalisation of its recommendation or otherwise including, but not limited to, provision of




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documentation, information and/or communications and/or advice from relevant third

parties within seven calendar days (or such other period of time as may be required by

LOC) following receipt of the request for that documentation, information,

communications or advice; and

(c) its Proposal and any and all funding arrangements and all elements thereof will comply

in full with all relevant, necessary, applicable and desirable legal requirements,

authorisation, notification, procurement and/or consent procedures as may be required by

relevant regulatory authorities or other applicable bodies (national and/or pan-national)

including, without limitation, state aid or analogous provisions.

Requirements for Proposal submission

3.9. A Proposal must comply with the following requirements:

(a) The Proposal must include the information required by Part D of this RFP;

(b) The Proposal must be authorised by the Respondent or by an authorised representative of

the Respondent. The Respondent must provide evidence of any authorisation on request

by LOC;

(c) The Proposal must be in Microsoft or Adobe;

(d) Proposals should be emailed to [email protected];

(e) The Proposal must be clearly marked “Request for Proposal – Schools Program”; and

(f) The Proposal must be submitted before 10:00am AEST on the Closing Date.

(g) Requests for clarification from LOC relating to RFP Documents can be made in writing, via

email to [email protected]. Any such requests must be made no later

than 7 days prior to the Closing Date.

Late or non-compliant Proposals

3.10 LOC will not be obliged to consider any Proposal submitted later than the Closing Date or

otherwise not totally in accordance with the RFP Conditions, however it may consider a Proposal

received after the Closing Date at its sole discretion.

Alterations, Erasures or Illegibility

3.11. Proposals having alterations or erasures or Proposals in which any prices in the price schedules are

not clear and legible may be excluded from consideration at the sole and absolute discretion of

LOC. Where any prices in the price schedules are inconsistent the lower price will prevail.

Extension of Closing Date

3.12. LOC may extend the time for a Respondent to lodge a Proposal at its discretion at any time prior

to the Closing Date by giving written notice of the extension to the Respondent.

Keep it Simple

3.13. LOC does not require, desire or encourage ostentatious Proposals. Proposals should be as direct

as possible and presented in electronic format.

mailto:[email protected];

mailto:[email protected].




17

4. Information to be included in Proposal

Proposal Information

The Proposal must contain all of the information requested in this RFP and in the schedules provided in

Part D. If any information is not included or any requirements of the RFP or the RFP Conditions are not

met, or if the Respondent is not able to unconditionally accept the Agreement in its current form, the facts

and reasons for the Respondent doing so must be clearly set out in the Statement of Compliance in Part

D. LOC may at its absolute and sole discretion reject any Proposal that does not strictly comply with the

requirements of the RFP.

Compliance

4.1 Respondents are to seek appropriate commercial and legal advice and guidance before

submitting the Proposal. Once Proposals have been received by LOC no further commercial or

legal revisions that constitute a change to the Respondent’s original Proposal will be accepted.

5. Agreement

5.1 The successful Respondent will be required to enter into an Agreement based on the template

attached at Part C.

5.2 Each Respondent must detail any specific amendments requested to the template agreement

attached, and in the absence of any amendment specified, the template agreement is accepted in

full by the Respondent.

5.3 The Agreement will set out the terms and conditions upon which the Services will be provided by

the successful Respondent. The Agreement will include a detailed description of the Services to

be provided to LOC. LOC reserves the right to make any amendment to the Agreement whether

the amendment is a material change or not, at any time in the course of the RFP process or in any

negotiation of the Agreement with a Respondent including up until the Agreement is executed by

both parties.

5.4 The Agreement executed by LOC and the successful Respondent will exclusively govern the

relationship between the parties for the term of the Agreement.

6. Security

6.1 Where the Respondent is a subsidiary company or part of a group of companies, LOC may require

that the Respondent’s performance and obligations under the Agreement be guaranteed by its

holding company or a related body corporate.

7. Evaluation of Proposal

Process of evaluation

7.1 LOC will conduct the evaluation of the Proposals and selection of its proposed successful

Respondent(s) in its sole discretion.

LOC will endeavour to complete the evaluation process in a reasonable time after the Closing Date.




18

Evaluation of Proposals

7.2 It is incumbent upon the Respondent to demonstrate they have the appropriate qualifications,

experience and solutions required to fulfil the Scope of Works. The criteria that will be used by LOC

to evaluate a Proposal will include, but not necessarily be limited to the criteria set out in item 2 of

this Part A.

7.3 Any Proposal that does not comply with these RFP Conditions may be considered to be a non-

complying Proposal and may be rejected by LOC at any time during the RFP process at its absolute

and sole discretion and without further review.

Further information, presentations, Proposal clarifications etc

7.4 LOC may request a Respondent to submit additional information concerning the Proposal or

otherwise demonstrate to its satisfaction that the Respondent is able to meet the requirements of

this RFP before any Proposal is accepted. If the Respondent fails to submit any information

requested by the date and time stipulated by LOC, LOC may decide that the Proposal is not to be

considered further.

7.5 If the Respondent does not submit a Proposal that addresses all the requirements of this RFP, LOC

reserves the right to disregard the entire Proposal or to source those other supply requirements

from a third party. The Respondent may, as an alternative, wish to itself source some elements of

the Services from a third party. LOC will consider a Proposal on these terms, although any such

subcontract of Services will be subject to LOC's prior written approval.

7.6 A Respondent may be required to present its Proposal to LOC management or the Board. LOC will

advise Respondents of the requirement to make any presentation or Proposal clarification.

7.7 LOC may regard certain information relating to personnel, subcontractors and consultants included

in the Proposal as essential to the overall quality of the Proposal. Accordingly, LOC may request

approval from the Respondent to obtain independent confirmation from those relevant parties of

the information contained within the Proposal. In the event that the Respondent does not provide

approval for LOC to seek such confirmation, then LOC reserves the right to exclude the relevant

information from the Proposal.

LOC has absolute discretion

7.8 LOC has absolute and sole discretion in relation to RFP process including but not limited to the

evaluation of Proposals and the selection of a preferred or successful Respondent. In particular,

LOC:

a) is not bound to accept the lowest priced Proposal;

b) may accept one or more Proposals, or negotiate with one or more preferred Respondents;

c) may accept the whole or any part of a Proposal, and may accept a Proposal either conditionally

or unconditionally;

d) may award separable parts of the Scope of Works to different Respondents;

e) is not bound to accept any Proposal or to enter into an Agreement;




19

f) may withdraw the RFP at any time; and

g) reserves the right to accept non-conforming Proposals.

7.9 LOC is not under any obligation to enter into discussions with Respondents in relation to the

selection or rejection of a Proposal or give reasons for accepting or not accepting any Proposal.

8 Selection and appointment of successful Respondent

Acceptance of Proposal

8.1 The acceptance of any Proposal is subject to LOC internal approval.

Appointment of one or more preferred Respondents

8.2 LOC may select one or more preferred Respondents by notice in writing to allow those preferred

Respondents to negotiate with LOC. LOC shall not be implied to have accepted any Proposal in

the event that it makes such a selection. During these negotiations LOC may request further

information from each of the preferred Respondents and the terms of the preferred Respondents’

Proposals may be amended. LOC reserves the right to make the appointment of the successful

Respondent(s) subject to such further terms and conditions as it considers appropriate in relation

to the provision of the Services.

8.3 After evaluation of the Proposals and, if applicable, negotiations pursuant to clause 8.2, LOC shall,

in its absolute discretion, confirm which Respondent(s) (if any) it proposes to appoint as the

successful Respondent(s). While LOC may appoint a preferred Respondent as the successful

Respondent, it is under no obligation to do so.

Process for finalisation of RFP process

8.4 Each Respondent should provide satisfactory evidence to LOC in its Proposal of its financial

standing and of its ability to meet the commitments it makes in its Proposal. LOC reserves its right

to require appropriate bank guarantees and/or parent company performance guarantees in

addition to the Agreement.

8.5 When LOC has selected a conditional successful Respondent, it will notify the conditional successful

Respondent in writing. A successful Respondent will not be announced or finalised until there is

unconditional acceptance of an Agreement. The notification by LOC of the acceptance of a

Proposal will be subject to the execution of the Agreement by the Respondent in the form specified

by LOC, LOC Board approval and the provision of any required security in the form and in amount

and by the parties specified by LOC.

8.6 Without prejudice to any of its other rights, if a Respondent fails to execute the Agreement and or

provide appropriate security as determined by LOC within any period of time specified by LOC after

the date the Respondent receives notification that it was the successful Respondent, LOC may, at

its sole discretion, cancel its award of the Proposal to the Respondent and recover from the

Respondent any losses LOC has sustained as a consequence of the Respondent’s failure to fulfil its

obligations.




20

No right of recourse

8.7 Any decision made by LOC in relation to the award of the Proposal will be final. A Respondent is

not entitled, in any jurisdiction, to challenge any decision by LOC, including the following

decisions:

(a) to appoint a preferred Respondent;

(b) to reject or refuse to consider a Proposal; or

(c) to cancel the RFP at any time.

8.8 LOC and any of its respective employees, members, directors, advisers or other representatives

shall not be liable for any costs, losses, damages or expenses incurred by a Respondent in

preparing and lodging a Proposal irrespective of whether the Respondent is successful or not

successful, and shall not be liable in contract or tort (including without limitation negligence) for

any damage, loss (including loss of profits or business or other economic loss) cost (including

legal costs) or other adverse effect to the Respondent or any other person in relation to this

RFP.

8.9 In participating in the RFP process and/or in submitting a Proposal, a Respondent expressly

waives, and it will procure that any third party connected with its Proposal expressly waives, any

right of action it may have against LOC with regard to the RFP process, the decision to award

rights to a particular Respondent or other matters related to the RFP process.

9 Special Conditions

9.1 The special conditions attached in Item 3 of Part A (Special Conditions) if any, form part of the

RFP Conditions. In the event there is an inconsistency between the Special Conditions and the RFP

Conditions, the Special Conditions prevail.




21

10 RFP Process

Item 1 Closing Date and Time

Monday 15 April 2019

12:00pm (AEST)

Item 2 Evaluation Criteria

The LOC will assess each Response in accordance with evaluation criteria which may

include without limitation, and in no particular order:

Evaluation Criteria Description

Respondent’s Proposal Comprehensiveness and quality of the Proposal in response to this RFP.

Comprehension of Services

and Tasks

Understanding of the tasks to be performed by the Respondent.

Demonstrated understanding and acceptance of LOC requirements generally and the

Scope of Works as provided in Part B.

Experience, capacity,

qualifications, skills,

quality, flexibility

Technical and management capability (qualification and skills).

Past experience and expertise of proposed team in similar like scale projects, including in

Australia (including reference checking).

Capacity and resources of the Respondent to deliver the Services.

Demonstration of exceptional customer service standards.

Quality of the products or service being offered.

Ability to be lead and execute new and innovative ideas and to work in partnership to

maximise all available opportunities to deliver the best consumer engagement at all

touch-points on the path to purchase.

Relationship Management Partnership approach, fit with LOC and the interpersonal skills of individuals involved.

Price and Costing Approach Pricing, commercial delivery model and commercial offer.

Risk Management Comprehensiveness and suitability of the Respondent’s Risk Management and Business

Continuity Plan.

Ability to meet project timelines.

Financial Viability Company information (background and credentials), financial performance and structure

including financial security and stability.

Compliance Willingness to comply with the proposed agreement.

Total compliance with the RFP Conditions.

Item 3 Special Conditions (if any)

N/A




22

PART B SCOPE OF WORKS

1 Overview of Schools Program

LOC has ambitious plans to deliver a best-in-class Schools Program, targeted at primary and secondary

schools throughout Australia and aligned to the Australian curriculum, as part of its ongoing T20 World

Cup legacy plans.

The Schools Program will offer primary and secondary teachers flexible, curriculum–linked resources to

help support, motivate and upskill young pupils, enabling children aged 5-16 years old to learn more

about cricket, the teams and the players who will be taking part in T20WC, for both the women’s and

men’s tournaments.

LOC has completed significant work to date developing a detailed strategy and scope for the Schools

Program. With a planned launch date of July 2019, the Schools Program will consist of three campaigns

spread across a six-school term cycle, plus tournament time activities.

The three campaign-based modules are:

• Wellness - linked to elite performance (initial campaign aimed at positioning the module to

become an ‘always on’ part of the curriculum)

• Inspiring Women and Girls

• Build your own T20 World Cup

Tournament time opportunities:

• Ticketing and attendance at matches

• Other opportunities, including flag bearers and anthem kids

• Competitions and opportunities for schools and young people to earn rewards and recognition

through engagement with the Schools Program

2 Specific Schools Program Objectives

The LOC’s objectives of the Schools Program are:

• Increase interest and participation in cricket by young people in schools;

• Deliver curriculum-aligned learning outcomes;

• Provide an easy-to-implement and fun activity for teachers that enhances their objectives; and

• Encourage schools, families and communities to engage with T20WC and ideally attend matches.

3 Interdependency with Cricket Australia’s Schools Strategy

LOC is working closely with Cricket Australia (CA) across several different areas in the lead up to the

Tournament, including the development of the legacy framework to be activated by State and Territory

associations, to leave a lasting benefit for cricket locally. CA has been heavily involved in developing the

T20WC Schools Program to ensure consistency with CA’s own School Strategy, as set out below.

CA has the aspirational goal of inspiring all students to develop a love of cricket before they leave school.

It aims to do this by developing a culture of cricket in schools. CA’s school strategy has a dual purpose,

which is to increase the number of cricket experiences in schools and increase the number of students

transitioning to local clubs. These aspirational goals form the foundation of all school’s strategic priorities,

which are highlighted below;




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1. Increase School to Club Transition - Increase & measure the number students transitioning from

a school program to registered participation.

2. Increase School Engagement - CA aims to increase the number of schools engaged in cricket

from 40% of schools to 75% of schools by 2022.

3. Increase Teacher Capacity - CA aims to increase the number of teachers delivering their own

programs in schools. CA will do this by providing quality resources and professional development

for teachers.

4. Leading Sport for Women and Girls - Provide opportunities to unite and inspire females to

participate in cricket. CA will do this by developing a suite of Wellbeing programs and female

specific campaigns and competitions.

5. Expand the Mascot Challenge - Increase the reach of the Mascot Challenge program from 5% of

Target Market to 50% by 2022.

6. Diversity & Inclusion - School program participation to reflect the demographics of the Australian

population.

7. Grow organised School Cricket - Provide exciting new formats and competitions for schools with

a focus on increasing the number of female teams playing school cricket.

8. Leverage T20 World Cup - Achieve the above strategic objectives by leveraging off the ICC

T20 World Cup through aligned programs and campaigns aimed to engage schools in

cricket.




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4 Structure of Schools Program

The LOC has prepared the following Project Plan, which sets out the proposed structure of the program

for the three Campaigns: Wellbeing, Inspiring Women ang Girls and Build your own T20 World Cup, plus

potential Tournament Time activities (which will need to be linked to each Campaign).

Further detail on each Campaign is set out below.

Term 3, 2019

July - Sep

Term 4, 2019

Oct - Dec

Term 1, 2020

Jan - Mar

Term 2, 2020

Apr - Jun

Term 3, 2020

Jul - Sep

Term 4, 2020

Oct - Dec

Component Campaign 1

Wellbeing

Phase 1 -

launch

Campaign 2

Inspiring

women and

girls

Tournament

Women’s

T20WC

Curriculum

Focus

Wellbeing

Phase 2

Campaign 3

Build your

own T20

World Cup

Tournament

Men’s T20WC

Overview Position cricket

as taking a

leadership role

in schools

around physical

wellbeing and

mental health,

with a particular

focus on elite

performance,

relevant to a

world-class

event

Build

anticipation

prior to

women’s

tournament,

tying in key

messages

around the

Women’s Final

Reward and

recognise

‘early adopter’

schools with

tournament

time rewards

and match

experiences

Following

initial

awareness

building

campaign in

T3 2019, roll

out wellness

program on a

larger scale,

with a view to

embedding

as a standard

part of

curriculum

Build on

existing CA

Schools Cup

program, by

taking the

program to a

new level to

create a cricket

culture within

Australian

schools, linking

this to

participation

outcomes for

20/21 summer

Reward and

recognise

‘early adopter’

schools with

tournament

time rewards

and match

experiences

Content Display how the

best cricketers

in the world are

preparing for

2020, making it

applicable to

non-cricket

audiences

through a

‘What’s your

World Cup?’

theme

Showcase

inspiring

women and

girls (globally)

and their

achievements

(not just cricket

related), while

linking to the

opportunity to

attend

women’s

matches

Engaged

schools to

participate in

the

tournament as

flag bearers,

anthem kids

and attending

matches

Use CA

school

ambassador

and other

education

networks to

engage new

teachers and

schools in the

program

Schools run

their own

tournaments

with focus on

competing WC

countries and

event

management

Engaged

schools to

participate in

the

tournament as

flag bearers,

anthem kids

and attending

matches




25

Campaign 1: Wellbeing

Students explore the concept of wellbeing, what makes them feel well and how playing sport can impact

wellbeing. We feel that this content can be linked to the Health and PE modules of Cricket Australia’s

existing offer and will provide an appealing proposition for schools. Due to the current priorities and

agenda relating to wellbeing, we feel it is best positioned as an “Always On” offer that will be a strong

legacy initiative. There is the opportunity to bundle resources together and encourage schools to deliver

a ‘Wellbeing Week’.

In order to link this to the T20 World Cup – the focus of this module needs to centre on international

cricketers and their preparation to perform at their peak for 2020. This includes mental and physical

preparation, dealing with pressure and intensity, techniques and methods they use to relax. The module

needs to bring to life a professional cricketer’s elite training and preparation and how this can be used

by students in day to day life.

Throughout this module students need to be challenged as to ‘What’s your world cup’ to create the link

between themselves and the curriculum. This may be exams, a ballet recital, or conquering a fear, using

the techniques displayed by professional cricketers from around the world.

Primary Content Resources

A PPT of material that teachers can use to teach the lesson might include the

following:

Learning outcomes

• Students can explain the concept of wellbeing.

• Students can identify what makes them feel well.

• Students understand how playing sport can impact wellbeing.

Baseline assessment

Students use a ‘traffic light system’ to indicate how confident they are about

the topic so the teacher can measure progress at the end of the lesson.

Icebreaker

Pupils look a range of emojis representing different emotions and they identify

what they are. As a class they create a mind map of things in their daily lives

that make them happy.

Film

Wellbeing film resource (possibly featuring short clips of cricketers filming

themselves answering questions). Male and female cricketers discuss what

makes them feel good and function well e.g.

• eating healthily

• hiking

• reading

• fruit smoothies

• surfing

• going to the beach

1 X Wellbeing PPT

1 x Wellbeing Film

Activity Sheets




26

• watching films

• spending time with family and

friends

• charity work

• sleeping

• learning a foreign language

• shopping with friends

• training

• relaxing with teammates.

Activity

Students discuss the film in and add to their mind map. As a class they highlight

their responses with different colours to represent: MIND / BODY / REST /

SOCIAL

Discuss the importance of all four categories and how having a balance

contributes to a sense of wellbeing. Discuss the positive impact that playing a

team sport has

Wrap-up

As a class or as individuals, students set three goals to help increase their sense

of wellbeing e.g. eat two more pieces of fruit a day, drink more water, volunteer

at the local old age home, walk a neighbour’s dog, join the school sports team,

go for a run with friends, cut down on sugar etc.

Secondary Content Resources

A PPT with similar learning objectives, baseline assessment and activities to the

primary one, but with adapted activities and materials, e.g. alternative

icebreaker:

‘Think, pair, share’. Students do a quick fire individual brainstorm on post its to

answer the question: ‘what makes people feel happy and function well?’

Students can do a second activity that focusses on the positive impact of sport”:

Head, hand, hearts worksheet. Students identify how playing a team sport

makes a person feel (heart), the impact on their body (hands) and their mind

(head).

1x Wellbeing PPT




27

Campaign 2: Inspiring Women and Girls

A campaign celebrating the achievements of trailblazing women from Australia and around the world.

Pupils learn about the ICC Women’s T20 World Cup, and that the final is being held on International

Women’s Day. The campaign culminates in a poetry competition, with students celebrating

inspirational women.


Resource Overview

Inspirational film to introduce the ICC Women’s T20 World Cup and the importance

of inclusivity and diversity in sport. Could include clips of famous cricketers reading

out their own poems about inspirational sportswomen. This film might feature

short clips of cricketers filming themselves answering questions / reciting a poem.

PPT of materials, including case studies of current/post notable female

cricketers/sportswomen, poetry reading and writing exercises and discussion

activities about diversity in sport, poetry competition judging criteria, guidelines

and top tips.

Pupil handouts, helping pupils to structure and write their poems.

Curriculum link: English

General capabilities: Literacy, Critical and Creative Thinking, Personal and

Social Capability

1 X Film

1x Competition PPT

2x Pupil handouts and

activity sheets (primary

and secondary).

Secondary Content Resources

Resource Overview

Version of the primary resources above, adapted for a secondary school

audience, including film, higher level PPT of materials and more detailed judging

criteria for poetry competition.

Higher level optional activities include the following:

• Independent research activity: students research influential and

trailblazing female cricketers / sportswomen from Australia and around

the world e.g. cricketers Betty Wilson (Australia, 1950s) and Cathia

Uwamahoro (Rwanda, present day).

• In-school poster campaign building on the research.

• Presentation template for students to present their research to their

peers. Students can vote for their class hero and showcase within the

school and on social media. Creating social media posts profiling

women with dedicated campaign hashtag.

1x film (adapted from

primary resource)

1x competition PPT

(adapted from primary

resource)

1x Poetry styles

information and hints tips

PDF

1x PDF activity sheet (for

inspirational sportswomen

research project).




28

4 x inspirational women

sportswomen case study

sheets.

Reward and Recognition Resources

Incentive

Promotional Inspiring Women poster sent to all registrants and new registrants on

rolling basis.

Print run: 7,500 initially

Prizes

Winning entries published as a short book or displayed at the Final. Tickets to the

Final on International Women’s Day.

A female cricket mentor to come and deliver cricket sessions at winners’ schools.

Promotional activity

Celebrity ambassadors, e.g. female cricketers, read out their favourite poems,

filmed on their phones. Clips promoted through social media and official schools

program channels to encourage uptake of the campaign and competition.

1 x Poster

Clips of female cricketers

reading out famous

poems/poems they have

written, lines from the

poems provided for them

to read




29

Campaign 3: Build Your Own T20 World Cup

This module aims to build on the work of Cricket Australia to date, who currently run ‘School Cups’, as a

one day inter or intra school carnival in a T20 format. This provides primary school and female secondary

students with their first taste of competitive cricket. The Schools Cup ensure each participant has a chance

to bat, bowl and field in a small-sided game context.

‘Build your own T20 World Cup’ aims to not only create participation opportunities for students to play,

but also focus on all the elements that go into putting on a tournament. From fixturing, learning about the

different competing nations, marketing and promotions, to event operations to bring the tournament to

life.

This campaign provides schools with the tools to set up and deliver their own T20 Celebration Day / Week

by running their own intra-school event. There will be a series of cross-curricular activities and tasks that

schools complete to celebrate the ICC T20 World Cup.


A holistic set of materials for running a whole-school celebration and

mini T20 World Cup, encouraging pupils to engage with the fun and

ceremony of the event, as well as the game itself.

Running the Tournament PPT

• Overview of the tournament rules and procedures

• Tournament fixtures and schedule

• Tips for creating team chants, songs and dances

• Stats and numeracy activities to monitor performance

throughout the event.

Team Fact File

Pupils are divided into ten of the ICC T20 World Cup teams to play in

the tournament. They research their countries using their ‘team fact

tiles’ and enter into the spirit of the competition by:

• Dressing up in team colours

• Creating an imaginative version of their team flag using

unusual craft materials

• Cooking or bringing in food inspired by their country

Schools will be encouraged to take videos and photos of their

tournament and share with the T20 World Cup Organising

Committee.

Templates

Banners, posters and bunting to decorate the event.

1 x Introductory PPT

1 x 8pp running the

tournament guide

Fact file for each competing

nations

1 x printable banner

1 x Printable bunting




30

Secondary Resources

Version of primary materials, adapted for a secondary audience and including higher level activities:

• Students brainstorm their individual team values and create

slogans.

• Using the ‘role cards’ students learn about the career

options within the world of sport and can choose to take

one on for the school tournament: umpires, marketing,

catering, event management etc.

• Parents and members of the wider community can be

invited to spectate or participate, and students can sell

tickets to raise money for a nominated charity.

Schools will be encouraged to take videos and photos of their

tournament and share with the T20 World Cup Organising

Committee.

Curriculum links: HASS / Geography, Health & PE, Visual Arts, Media Arts, Maths, Work Studies

General capabilities: Numeracy, ICT Capability, Critical and

Creative Thinking, Personal and Social Capability, Intercultural

Understanding

1 x Introductory PPT

1 x 8pp running the

tournament guide

Fact file for each competing

nations

1 x printable banner

1 x Printable bunting

Reward and Recognition

Most engaged schools to receive “money can’t buy” experiences to

tournament time including flag bearers, anthem kids and tickets to

matches.




31

5 Scope of Services

It is expected that the successful Respondent shall provide the services below in accordance with the

proposed Schools Program set out above, with such services to be made available throughout Australia

and elsewhere as required and in accordance with the direction of LOC and the ICC.

LOC is looking for Respondents that can take the three Campaigns (Wellbeing, Inspirational Women and

Girls and Build your own T20 World Cup) from their current state of development through to a position

whereby the Schools Program can be launched, marketed and delivered in Australian schools commencing

Term 3, 2019. LOC is not asking respondents to create new curriculum focusses, rather to tailor a term-by-

term program for the Schools Program (including each Campaign) and ensure that the program is linked

to the Australian curriculum.

More specifically, the scope of services is expected to include, as a minimum, the following:

1 Curriculum build and alignment to the Australian curriculum

Including a suggested week-by-week timeline for the Schools Program (in accordance with the

Project Plan set out in Item 4 above) that encompasses:

• Materials for students (PPT, films, resources, handouts, activity sheets);

• Materials for teachers (PPT, films, resources, handouts, activity sheets);

• Links to the Australian curriculum;

• Learning outcomes;

• Links to the Tournament;

• Links to the Tournament time activity; and

• Program bunting.

2 Build of a digital platform and associated resources

Including:

• Web development solution for the Schools Program online platform, with the potential

for integration with Cricket Australia’s online network;

• A registration system that enables the LOC to verify registrants to the program;

• Database that enables easier registrations and program owners to run reports to analyse

entrants and usage of the program;

• A Resource bank and tiling / tagging system to enable schools to easily identify and

access resources and materials that are relevant to their teaching and learning;

• The ability to host and embed images and films – such as a promotional video for the

program;

• Campaign pages – text and image heavy pages that enable the T20 World Cup to

promote these as and when they are launched;

• A Community page to recognise and celebrate the activity that schools are participating

in through the program, as well as to notify schools of offers and opportunities that may

be available to them; and

• A Gallery whereby work / competition entries from schools can be showcased.

3 Development of the Marketing and Communications Plan

Including strategies on engaging through audiences through the following marketing mix:

• Email;




32

• Direct Mail;

• PR;

• Events;

• Educator Outreach;

• Direct Mail;

• Partner Communications (ICC partners);

• Social Media; and

• Paid media advertising.

LOC notes the following audiences for the Schools Program:

Core audience:

o Teachers and other staff in all schools in Australia, including existing School Ambassadors, as well as new recruits

o Young people (aged 5 to 16)

o Delivery partners who have an existing schools network e.g. State Cricket Additional audience:

o Stakeholders – Cricket Australia, Teachers’ Games, ACHPER, Channel 9, School Sport Australia, Sport Australia, host cities etc.

o Parents – some elements of the program such as the national competitions can

be delivered direct to parents through clubs / communities to enable all young

people the chance to compete even if their school is not participating in the program

o General public

The above services will be developed in close consultation with LOC and are envisaged to comprise the

following elements (noting this is a non-exhaustive list):

• project management;

• consulting services

• market testing; and

• design and development of materials using T20WC brand guidelines.

Each Respondent’s Proposal must address all three of the required services above.




33

PART C: SCHOOLS PROGRAM SERVICES AGREEMENT

Please refer to attached document entitled “Schools Program Services Agreement”.




34

PART D: PROPOSAL RESPONSE

RFP response

The Respondent should note the following points in preparing its Proposal:

(a) if the Respondent does not submit a Proposal that addresses all the requirements of the RFP, the

LOC reserves the right to source those other supply requirements from a third party. The

Respondent may, as an alternative, wish to itself source some elements of the supply requirements

from a third party. The LOC will consider a Proposal on these terms, although any such subcontract

will be subject to the LOC’s prior written approval.

(b) the Proposal should be prepared in a standard Microsoft Word format with accompanying Excel

documents if necessary. The Microsoft Word element of the proposal should not exceed 50 pages.

(c) As part of their response, a Respondent is required to provide a statement confirming their

agreement to and compliance with the terms of this RFP. Any areas of potential non-compliance

must be clearly indicated.




35

SCHEDULE 1: RESPONDENT DETAILS

NAME OF RESPONDENT:

AUSTRALIAN BUSINESS NUMBER (ABN):

(If applicable or local equivalent)

DATE AND PLACE OF INCORPORATION:

REGISTERED COMPANY ADDRESS:

ADDRESS FOR SERVICE OF NOTICES:

TELEPHONE NO:

EMAIL:

Respondent Details

Date Business Commenced: Total Employees:

Key Personnel

Function Name Position Competency Estimated time

commitment*

Eg. Executive

Partner

John Smith Managing Director (insert relevant skills) 10%

*Estimated time commitment to be contributed by the key personnel to this project of their total time.

Note - Additional personnel can be added on a separate sheet

Shareholders

Provide names of shareholders holding 20% or more of any issued capital in the company registering the

interest.

Consortia

For consortia, please list details for all consortium members.




36

Referees

Please provide the full contact details for three referees who owned organised events of a similar scale

which:

(a) you have recently provided a solution for similar to T20WC’s Scope of Works;

(b) can support your response to this RFP and your ability to provide T20WC’s Scope of Works;

and;

(c) can be contacted by the LOC.

Intellectual Property:

Provide a description of any restrictions on T20WC’s use and development of any part of your proposal in

relation to T20WC’s Scope of Works, including:

(a) intellectual property that T20WC may have or create in relation to T20WC’s Scope of Works;

(b) intellectual property that you may have or create in relation T20WC’s Scope of Works; and

(c) intellectual property developed by you and/or T20WC in relation to T20WC’s Scope of Works.




37

STATEMENT OF COMPLIANCE

I confirm on behalf of the Respondent that the Respondent: (please delete as relevant)

Complies in full with the RFP terms and conditions

Does not comply with the RFP terms and conditions, and the areas of non-compliance are as set

out at Schedule 5 below.

I confirm there is no actual or perceived conflict of interest in the Respondent making this submission, or

if successful, in providing the Services other than has been declared in writing to the LOC.

I confirm I am fully authorised to provide this declaration on behalf of the Respondent.

Signed

Name

Position

Date




38

SCHEDULE 2: CURRENT AND PROJECTED WORKLOAD

Include summary of current projects and other projects confirmed or proposed 6 months prior to the

Women’s T20WC and 6 months prior to the Men’s T20WC.




39

SCHEDULE 3: DETAILS OF PROPOSAL

Please use the Response Templates 1 to 6 as a framework for your response to T20WC Scope of Works, as

detailed in Part B of the RFP, by addressing as fully as possible the questions in each Response Template.




40

Response Template 1 – Relevant Experience

1.1 Please describe how you believe that your experience from previous school programs for major

events (sporting or otherwise) or professional sporting leagues/teams will enable you to deliver

the Schools Program for the Tournament.

1.2 What relevant experience do you have in Australia and in relation to international cricket

matches?

1.3 Please explain what you consider to be your most relevant case study, details of the services that

you provided and why you feel this experience will enable you to deliver the Scope of Services.

Respondents may consider providing physical examples of previous publications for this purpose.




41

Response Template 2 - Project management experience and staffing

2.1 Please indicate who you are proposing as your Schools Program Project Manager and how

you believe their experience makes them suitable for this role.

2.2 Please indicate the size and composition of the proposed project team (including proposed

organisational chart, respective responsibilities and escalation paths) and how you believe

their experience makes them suitable for this role.




42

Response Template 3 - Project design and implementation

3.1 Please provide an in depth “reverse brief” whereby the Respondent details their proposed

Scope of Work delivery requirements and strategies.

3.2 Please set out in detail the key principles and issues which you believe are important to the

successful provision of the Scope of Work.

3.3 Please provide an overall project summary including an implementation plan outlining how you will

manage your resources to meet the Scope of Works.

3.4 Please set out a proposed detailed project timeline, highlighting the key dates and milestones in

the planning and implementation process. Please include details of any decisions that T20WC 2020

must make to allow you to meet your timetable.

3.5 Please explain in detail (including formats, frequency and project team members involved) how the

Respondent would report progress, both formally and informally, during each phase of the project.




43

Response Template 4 – Staffing of the Project

4.1 Please provide details of your proposed human resources plan for the Scope of Work.

4.2 What staff (levels and skills) would you use for the following:

(i) Project planning

(ii) Project management

(iii) Digital Build

(iv) Marketing




44

Response Template 5 - Creative and innovative ideas for T20WC and lessons from other

major events

5.1 Please indicate how you can offer creative ideas to T20WC and demonstrate how your organisation

has learned from experience gained from other running school programs for major events

(sporting or otherwise) or professional sporting leagues/teams. T20WC is specifically looking to

receive responses in the following areas:

(i) minimise risk

(ii) enhance customer experience

(iii) create a lasting legacy

(iv) minimise cost




45

Response Template 6 - Risk Management and BCP

6.1 Please describe how you will manage risks associated with the project.

6.2 Please describe your business continuity processes to ensure the Scope of Services remain

effectively uninterrupted not withstanding force majeure events.

6.3 Please describe your current levels of insurance in relation to Professional Indemnity, Public Liability

and Directors and Officers insurance and changes you would propose to make (if any) in relation

to T20WC.




46

SCHEDULE 4: PRICING

LOC requires detailed costings of the elements that make up your proposed response.

In order to be able to make a like-for-like comparison between bids, all prices and rates included in the

Proposal should be in Australian Dollars (exclusive of GST) and should be the best price (including

discounts) that the Respondent offers to any of its customers in Australia (please note that LOC reserves

the right to benchmark the Respondent’s prices against the market).

Structure of Fee Proposal

Please detail the total cost of your Proposal, clearly identifying inclusions and exclusions across the

phases of the Schools Program and Tournament.

Please ensure that the manner in which costs and charges have been calculated is explicit.

Please ensure that the LOC is provided with a detailed breakdown of all component costs, as well as

presenting the total costs.

The response requested to this RFP is for a solution that will encompass all requirements and cover all

costs associated with the Scope of Work.

Please clearly identify any costs not included in this tender (if not done so above) and how you propose

to manage changes and variations to the scope.




47

SCHEDULE 5: AREAS OF NON-COMPLIANCE

Please list any areas of non-compliance with the Services Agreement in Part C, or any clauses that you do

not agree to accept. Except for those clauses specifically listed in the table below, the template

agreement is taken to be accepted in the form attached in Part C.

Clause number Reason for non-compliance Proposed wording of non-

compliance




48

SCHEDULE 6: ADDITIONAL INFORMATION

Please provide any additional information which should be taken into consideration by LOC when assessing

the Proposal.

Supply Agreement


(ACN 618 113 269)

[insert ]

(ABN [insert ABN])


Commercial in confidence

Supply Agreement

Commercial in Confidence © T20 World Cup 2020 Ltd

TABLE OF CONTENTS

1. Definitions and Interpretation ................................................................................ 1

2. Term ....................................................................................................................... 8

3. Services .................................................................................................................. 8

4. Health and Safety ................................................................................................. 13

5. Conflicts of Interest .............................................................................................. 14

6. Representatives and Personnel ............................................................................ 14

7. Access, Accreditation and Security ....................................................................... 17

8. Pricing and Payment of Fees ................................................................................ 18

9. GST and Other Taxes ............................................................................................ 20

10. Reports and Information ...................................................................................... 21

11. Intellectual Property ............................................................................................. 22

12. Sponsorship and Ambush Marketing ................................................................... 24

13. Equipment and Technology ................................................................................. 25

14. Co-operation with Other Parties .......................................................................... 26

15. Media Releases .................................................................................................... 26

16. Confidentiality ...................................................................................................... 26

17. Privacy .................................................................................................................. 27

18. Subcontracting ..................................................................................................... 29

19. Warranties ............................................................................................................ 30

20. Improper Inducement, Influence and Behaviour .................................................. 31

21. Insurance .............................................................................................................. 31

22. Termination .......................................................................................................... 32

23. Cancellation of Tournament ................................................................................. 35

24. Indemnity ............................................................................................................. 35

25. Dispute Resolution ............................................................................................... 36

26. Force Majeure ...................................................................................................... 36

27. Notices ................................................................................................................. 37

28. Miscellaneous ...................................................................................................... 38

Schedule 1 – General Information ................................................................................... 42

Schedule 2 – Services ....................................................................................................... 44

Schedule 3 – Fees ............................................................................................................ 45

Schedule 4 – Deed of Confidentiality ............................................................................... 46

Schedule 5 – Succession Plan .......................................................................................... 48

Supply Agreement

Commercial in Confidence 1 © T20 World Cup 2020 Ltd

Parties

1. T20 World Cup 2020 Ltd (ACN 618 113 269) of 128 Jolimont Road, Jolimont, Victoria 3002,

(LOC), the local organising committee for the ICC T20 World Cup in 2020 in Australia (the

Tournament)

2. The party whose details are set out in Item 1 of Schedule 1 (Supplier)

Recitals

A. The International Cricket Council (ICC) through its commercial arm, ICC Business Corporation FZ

LLC, owns all rights to the Tournament currently scheduled to be held in Australia in 2020.

B. Cricket Australia successfully bid to host the ICC T20 World Cup 2020 and has established LOC to

act as the local organising committee for the Tournament.

C. LOC has conducted an extensive request for proposal process and subsequent negotiations in

order to identify the service provider.

D. In reliance upon the responses of Supplier to the Request for Proposal and subsequent

clarifications and negotiations, LOC has agreed to engage Supplier to supply the Services in

accordance with the terms and conditions of this Agreement.

The parties agree as follows:

1. Definitions and Interpretation

1.1 Definitions

In this Agreement:

Accreditation means any form of ticket or pass issued by or on behalf of LOC which grants to

holder of same a conditional licence to enter certain areas at Venues.

Agreement means this agreement including all schedules, annexures, and attachments to it, and

any amendments made to it in accordance with the terms of this agreement.

Ambush Marketing means marketing, promotional, advertising and public relations activities

relating to the Tournament, which are intended to capitalise on the goodwill associated with the

Tournament or make unauthorised use of any rights and opportunities relating to the

Tournament (including any tickets), but which are undertaken by a person not authorised to do

so by ICC or LOC.

Australian Cricket means LOC, Cricket Australia and the State and Territory Associations.

Bank Guarantee means an irrevocable, unconditional bank guarantee in favour of LOC that is

issued by an Australian bank acceptable to LOC to pay on demand (without notice or recourse to

the Supplier) the amount set out in Item 11 of Schedule 1, in a form acceptable to LOC.

Supply Agreement


Brand Identity Guidelines means ICC’s rules for the reproduction of all Marks, as provided and

updated by LOC from time to time.

Business Day means a day on which banks are open for general banking business in Melbourne,

Victoria (Australia) and not being a Saturday or a Sunday.

Commencement Date means the date set out in Item 2 of Schedule 1.

Commercial Rights means any and all commercial rights and opportunities in relation to the

Tournament, including:

(a) advertising, promotion and marketing;

(b) Media Rights, including all forms of broadcasting, mobile, radio, internet, Wifi, IPTV, data

and related rights;

(c) hospitality, catering, concession and vending rights;

(d) ticketing;

(e) publication rights, including match programs;

(f) film rights;

(g) merchandising and licensing rights;

(h) pourage rights;

(i) supply of services, goods and equipment and other items from Official Partners, including

credit card and payment systems;

(j) sponsorship rights, including stadium naming rights;

(k) carparking;

(l) use of Signage at the venues;

(m) event presentation; and

(n) travel and/or accommodation packages.

Confidential Information means the terms and conditions of this Agreement and any

information obtained as a result of the negotiations relating to this Agreement and all information

obtained as a result of entering or performing this Agreement that is disclosed by or on behalf of

a party that:

(a) is by its nature confidential or by the circumstances in which it is disclosed confidential;

or

(b) is designated by the disclosing party as confidential or is identified in terms connoting

its confidentiality, and Confidential Information of LOC includes:

(i) strategies, projects, policies and business plans;

(ii) financial information;

(iii) marketing and advertising concepts, plans and materials;

Supply Agreement


(iv) advice; and

(v) drawings, designs, models, plans, trade-marks and logos.

Cricket Match means any cricket match forming part of the Tournament, including warm up

matches.

Deed of Confidentiality means the deed as set out in Schedule 4 or as amended by LOC from

time to time.

Developed Intellectual Property means Intellectual Property that is discovered, developed or

has otherwise come into existence as a result of, for the purposes of, or in connection with the

supply of the Services or this Agreement.

End Date means the date set out in Item 2 of Schedule 1.

Fee means the amount payable by LOC to the Supplier for the supply of the Services, in

accordance with the fees set out in Schedule 3.

Force Majeure means any cause preventing any party from performing any or all of its obligations

which arises from or is attributable to acts, events, omissions or accidents beyond the reasonable

control of the party so prevented, including any strike, lockout or other industrial dispute (except

of its own employees or contractors), regulations or acts of Regulatory Authorities, fire, failure or

shortage of power supplies, satellite or other communications links or technical failure,

abnormally inclement climate conditions, flood, lightning, storm, explosion, earthquake,

subsidence, structural damage, epidemic or other natural physical disaster, riot, disease, civil

commotion or armed conflict, war, terrorist action, breach of security at a Venue, refusal of the

authority controlling cricket in any country to send a touring team to Australia to participate in

any match, the inability of a team to obtain entry visas or the refusal of a team to play any match

or the threat of any of the foregoing.

GST means goods and services tax chargeable under the GST Act.

GST Act means the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

ICC means the International Cricket Council is a company limited by guarantee and incorporated

in the territory of the British Virgin Islands and is the official international governing body for

Cricket responsible to its members for the governing of the sport of cricket in accordance with its

constitution, statutes and technical rules and for the sanctioning and staging of certain cricket

events, including the Tournament. A reference to ICC includes a reference ICC Business

Corporation FZ LLC (IBC).

Insolvency Event in relation to a party means anything that reasonably indicates that there is a

significant risk of that party being or becoming unable to pay its debts as they fall due. This

includes:

Supply Agreement


(a) a meeting of the party’s creditors being called or held;

(b) a step being taken to make the party bankrupt or to wind the person up;

(c) the party entering into any type of arrangement with, or assignment for the benefit of

all or any of its creditors;

(d) the party being made subject to a deed of company arrangement;

(e) a step being taken to have a receiver, receiver and manager, liquidator or provisional

liquidator appointed to the party or any of its assets; or

(f) any analogous event.

Intellectual Property means any intellectual or industrial property rights that have been or may

be created or developed, whether or not registered or registrable, including without limitation a

patent, trade mark or service mark, copyright, visual image, performance, recording or broadcast,

registered design, business name, trade secret, confidential information (including the

Confidential Information), or database or list of information.

Key Personnel means those Personnel of the Supplier named in Item 9 of Schedule 1, if any.

Laws or Law means any rules of common law, the requirements of all statutes, rules, regulations,

proclamations, ordinances or by-laws or other subordinate legislation present or future as

amended from time to time.

Loss means any loss including any liability, cost, expense (including reasonable legal costs on a

full indemnity basis), claim, proceeding, action, demand or damage.

Marks means all marks, logos and Intellectual Property of the ICC or LOC, including without

limitation the Tournament name, look and feel, logo, mascots, trophy and any slogans and any

words, phrases, symbols or images which suggest any connection or association with the

Tournament , ICC or LOC.

Media Rights mean the right to create and transmit via any media (whether now known or

devised in the future) audio-visual, visual and/or audio recordings and/or live audio-visual, visual

and/or audio feeds and/or data and information of or relating to the Tournament (or any part

thereof), the participating teams or any other aspects of the Tournament for reception anywhere

in the world.

Official Partners means any entity to which LOC and/or ICC grants any marketing or sponsorship

rights in relation to the Tournament, including broadcasters, global, official or local partners,

suppliers and licensees and other holders of Commercial Rights.

Personal Information means information or an opinion (including information or an opinion

forming part of a database) that the Supplier collects, uses, discloses and otherwise handles in

the course of or in connection with this Agreement, whether true or not and whether recorded in

Supply Agreement


a material form or not, about an identified individual or an individual who is reasonably

identifiable, and includes anything defined as personal information in the Privacy Laws.

Personnel means any director, officer, employee, agent, contractor, subcontractor, provider,

advisor or volunteer of or engaged by the Supplier for the purposes of the performance of the

Supplier’s rights and obligations under this Agreement or in connection with any activities related

to the supply of the Services.

Privacy Law means any applicable law, statute, regulation, ordinance, code, standard or

requirement of any government, governmental or semi-governmental body which relates to

privacy, including without limitation the Privacy Act 1988 (Cth) and the Australian Privacy

Principles under the Privacy Act 1988 (Cth), and the Spam Act 2003 (Cth), as amended from time

to time.

Project Timeline means the key dates and activities set out in Item 2 of Schedule 2 of this

Agreement (if any).

Regulatory Authority means:

(a) any government or government agency, authority or instrumentality; or

(b) any independent authority invested with responsibility under a statute, regulation or

legislative instrument (or any code or other instrument made under such a statute,

regulation or legislative instrument for regulating any aspect of Privacy Laws).

Representative means the representatives of the parties set out in Item 3 and Item 4 of

Schedule 1.

Security Breach means an actual, probable or reasonably suspected corruption, interference or

loss, or unauthorised access, use, modification, processing, disclosure or other misuse of Personal

Information, including without limitation a serious data breach within the meaning of the Privacy

Law.

Request for Proposal means the request for proposal issued by LOC to the Supplier on the date

set out in Item 10 of Schedule 1 (if any).

Response means the response by the Supplier to the Request for Proposal, and subsequent

clarifications (if any).

Services means the services required to be supplied by the Supplier as set out in Item 1 of

Schedule 2.

Signage means all signage and advertising inventory or assets at the Venue whether in place at

the commencement of this Agreement, or which are subsequently brought in or customarily used

at the Venue following the date of this Agreement, whether in tangible form or images generated

electronically or otherwise, including rotating signage, A frame signage, toblerones, signage on

Supply Agreement


or around the Playing Surface and on the scoreboard, LED signage, giant replay screens,

sightscreens, drinks carts and third umpire decision system and any Virtual Signage, and use of

the playing surface for the purposes of advertising or signage.

State and Territory Associations means:

(a) ACT Cricket Association Inc (ABN 61 741 344 332);

(b) Northern Territory Cricket Association Inc (ABN 21 938 643 056);

(c) New South Wales Cricket Association (ABN 27 000 011 987);

(d) Queensland Cricket Association Ltd (ACN 010 289 237);

(e) South Australian Cricket Association Inc. (ABN 94 694 912 780);

(f) Tasmanian Cricket Association (ABN 34 009 476 993);

(g) Victorian Cricket Association (ABN 28 004 128 812) and the Melbourne Stars Ltd (ABN

48 152 852 278) and Melbourne Renegades Pty Ltd (ABN 84 153 209 628); and/or

(h) Western Australian Cricket Association Inc. (ABN 44 026 744 769).

Supplier Representative means the person identified in Item 4 of Schedule 1 or such other

person as is notified by the Supplier to LOC from time to time.

Taxes includes any present or future tax, levy, duty, impost, charge, rate, fee, deduction or

withholding of any nature whatsoever (including group tax, payroll tax, PAYE or other taxes,

prescribed payments, fringe benefits tax, stamp and transaction duties, goods and services tax,

value-added tax, superannuation guarantee levy, or other superannuation obligation of any kind)

which is levied, imposed, charged, assessed or collected by any Regulatory Authority of Australia

or of any other jurisdiction, and shall include any interest, penalty, fine and other statutory charge

which may arise as a consequence of non-payment or late payment, and “Tax” and similar words

shall be construed accordingly.

Term means the term of this Agreement specified in clause 2.

Tournament means the ICC T20 World Cup 2020 tournament to be held in Australia during

February and March 2020 for the women’s tournament and during October and November 2020

for the men’s tournament.

Venue means the competition, non-competition or other venues or locations to be utilised in

connection with a Cricket Match or other event which require Accreditation or a Cricket Match

ticket for access.

Work Health and Safety legislation means any Law that relates to the health and safety of

employees, workers and contractors at workplaces and anyone whose health, safety and welfare

might be put at risk by the work carried out as part of the conduct of the business or undertaking

of Supplier.

Supply Agreement


1.2 Interpretation

In this Agreement:

(a) words importing the singular include the plural and vice versa;

(b) words importing a gender include any gender;

(c) an expression importing a natural person includes any company, partnership, joint

venture, association, corporation or other body corporate and any government agency;

(d) a reference to a document includes all amendments or supplements to, or replacements

or novations of, that document;

(e) a reference to a party to a document includes that party's successors and permitted

substitutes or assigns;

(f) a reference to an agreement other than this Agreement includes an undertaking,

agreement or legally enforceable arrangement or understanding, whether or not in

writing;

(g) no provision of this Agreement will be construed adversely to a party solely on the ground

that the party was responsible for the preparation of this Agreement or that provision;

(h) the word “including” and words such as "for example" or "such as" do not imply any

limitation;

(i) a reference to party includes its directors, officers, employees, agents, contractors and

volunteers;

(j) a reference to $ or dollars shall mean Australian dollars; and

(k) unless otherwise stated, where the consent of LOC is required, LOC can grant, vary,

condition or withhold its consent in its absolute discretion and LOC is not obliged to give

its reasons for giving or withholding consent.

1.3 Priority

In the event of any inconsistency, this Agreement must be interpreted in accordance with the

following order of priority:

(a) the terms and conditions set out in the body of this Agreement; then

(b) the Schedules (save for the Response and Request for Proposal (if any)); then

(c) subsequent clarifications in reverse date order; then

(d) Supplier’s Response to the Request for Proposal (if any); then

(e) the Request for Proposal (if any); then

Supply Agreement


(f) any other documents or information incorporated by reference into this Agreement.

2. Term

This Agreement commences on the Commencement Date and will remain in force until the End

Date as described in Schedule 1, unless extended by agreement in writing or terminated earlier

in accordance with the provisions of this Agreement.

3. Services

3.1 General

(a) LOC engages the Supplier and the Supplier accepts the engagement to supply the

Services in accordance with the terms and conditions of this Agreement.

(b) Where LOC has issued a Request for Proposal in respect of any Services, the Supplier

acknowledges that LOC has relied upon the Response provided by the Supplier to the

Request for Proposal and upon subsequent information and clarification provided by the

Supplier to LOC.

(c) The Supplier shall commence supplying the Services with effect from the Commencement

Date (unless otherwise agreed by the parties).

3.2 Standard of Services

The Supplier must supply the Services to LOC in accordance with this Agreement. At all times

during the Term, the Supplier must provide the Services:

(a) promptly, efficiently, carefully and to the highest possible standards;

(b) exercising all due care, skill and judgment, in an efficient, professional and cost effective

manner in accordance with accepted professional and business practice;

(c) in accordance with any and all reasonable timelines, instructions or directions given by

LOC;

(d) in accordance with the Project Timeline (if any) unless otherwise approved by LOC in

writing;

(e) in accordance with any applicable service levels set out in Schedule 2 (if any); and

(f) free from all forms of advertising, promotional material and commercial identification,

including any name, logo, designation, trade mark or other distinctive sign of the Supplier

or any third party unless permitted elsewhere in this Agreement or agreed by the parties

in writing.

Supply Agreement


3.3 Supplier Obligations

(a) At all times during the Term, the Supplier must:

(i) hold all authorisations, permits and licences required under any Law to supply

the Services (including any licences specified in Item 8 of Schedule 1);

(ii) comply to the extent relevant to the Services with LOC’s standards, codes of

practice, policies and procedures as notified by LOC to the Supplier from time to

time, including LOC’s occupational health and safety policies, security and access

requirements, labour practices, and logistics policies as amended from time to

time;

(iii) use the Marks only as approved by the LOC and ICC, in accordance with the Brand

Identity Guidelines;

(iv) comply with any reasonable instructions given by LOC to comply with Work

Health and Safety legislation;

(v) undertake the Services in a safe manner and in compliance with all Work Health

and Safety legislation and do all things necessary to ensure maintenance of safe

work methods;

(vi) as required, cooperate with all other contractors, suppliers and sponsors who

supply benefits, services or products to LOC at the same time or in connection

with the same project and ensure that Personnel similarly cooperate;

(vii) use its best endeavours where practicable and viable to give preference to the

use of goods, services and materials of suppliers and licensees appointed by LOC;

(viii) not hold itself out as a sponsor of LOC or otherwise associate itself with any

Cricket Match except strictly in accordance with and subject to the terms of this

Agreement;

(ix) inform LOC as soon as it becomes aware of any problems in supplying the

Services;

(x) act in the utmost good faith in all dealings with LOC;

(xi) not do anything or omit to do anything which is likely to embarrass, prejudice

the interests of, or bring Australian Cricket, any sponsor of or official supplier to

Australian Cricket or the game of cricket into ridicule or disrepute;

(xii) notify LOC immediately of any imputation or reflection on the personal,

professional conduct or standing of the Supplier or the Personnel which has the

potential to affect the Supplier’s ability to supply the Services or to comply with

this Agreement; and

Supply Agreement


(xiii) without limiting clause 28.6 of this Agreement, not incur any liability on behalf of

Australian Cricket no in any way pledge or purport to neither pledge the credit

of Australian Cricket nor make any contract binding on Australian Cricket without

LOC first approving its terms in writing.

(b) Without limiting the Supplier’s obligations under this Agreement, LOC will:

(i) provide the Supplier with its requested turn-around time for each part of the

Services;

(ii) inform the Supplier of any matter that may materially affect the scope and timing

of the Services; and

(iii) declare or obtain ownership or a licence of any proprietary rights or intellectual

property provided to the Supplier for the purpose of completing a piece of work

or the Services.

3.4 Compliance with Laws

(a) The Supplier undertakes that in exercising its rights and meeting its obligations under

this Agreement it will at its cost observe and comply with all Laws and agrees that LOC

has no responsibility in respect of any breach of such Laws by the Supplier.

(b) LOC undertakes that in exercising its rights and meeting its obligations under this

Agreement it will at its cost observe and comply with all Laws.

(c) Notwithstanding any other provisions of this Agreement, where the performance of an

obligation under this Agreement would cause a party to contravene any Law, then that

party shall not be required to perform the obligation (to the extent necessary to prevent

such a contravention only).

(d) Upon request, both parties shall provide such information as is reasonably requested in

relation to authorisations required to be held by a party, or authorisations held by a party.

3.5 Betting and Related Activities

(a) The Supplier will not, and will ensure that the Personnel and any of the Supplier’s staff

(whether employees or contractors) who have access to Intellectual Property created

under this Agreement, Inside Information (defined below) or any Confidential Information

will not, directly or indirectly:

(i) bet on or in relation to any cricket match or series of cricket matches or any

cricket-related function or event (Event) during the Term, regardless of whether

the Event relates to an Australian, State Association or Women’s/Big Bash

League,men’s or the Tournament or any other cricket team playing in or outside

Australia;

Supply Agreement


(ii) after the end of this Agreement bet on or in relation to any Event pertaining to

which they have or had access to Intellectual Property, Inside Information or

Confidential Information;

(iii) be a party to fixing or contriving the result, progress, conduct or any other aspect

of an Event; or

(iv) disclose Inside Information to any person (with or without reward) before or

during any Event where the Supplier or its staff might reasonably be expected to

know that disclosure of such information in such circumstances could be used by

any person in relation to betting.

(b) For the purposes of this clause 3.5, Inside Information means any information relating

to any Event that the Personnel, the Personnel or its staff possesses by virtue of supplying

the Services under this Agreement. Such information includes, but is not limited to,

factual information regarding the competitors and other participants in a cricket match

or the conditions, tactical considerations or any other aspect of a cricket match and

information regarding voting in relation to cricket awards, but does not include such

information that is already published or a matter of public record (other than as a result

of disclosure by the Supplier, the Personnel or its staff), readily and actually acquired by

an interested member of the public or disclosed according to the rules and regulations

governing the relevant Event.

(c) The Supplier will procure the consent of the Personnel to allow LOC to disclose the

Personal Information (as defined in the Privacy Act 1988 (Cth)) of the Personnel to third

parties (including sports betting providers) for the purpose of monitoring the Supplier’s

compliance with its obligations under this Agreement or for any other purpose permitted

by law.

3.6 Non-Exclusive appointment

(a) The appointment of the Supplier to provide Services to LOC under this Agreement is non-

exclusive.

(b) LOC may appoint a separate supplier to supply services identical or similar to the Services

at any time.

3.7 No Minimum Services

LOC is not under any obligation to acquire a minimum amount of the Services from the Supplier,

to acquire Services that attract a minimum level of charges or to pay any minimum fee to the

Supplier under this Agreement unless otherwise expressly stated in Item 11 of Schedule 1.

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3.8 Delay in delivery of Services

(a) The Supplier must immediately notify LOC in writing if it believes at any time that it is

unlikely to be able to deliver any part of the Services by the date specified for delivery.

The notice must contain detailed reasons for the anticipated delay and the Supplier’s best

estimate of the expected delay. Notification will not relieve the Supplier from any of its

obligations under this Agreement.

(b) If the Supplier provides LOC with a notice under clause 3.8(a), LOC may, in addition to

any other rights it may have and at its sole and absolute discretion, either grant the

Supplier an extension of time to supply the Services, or engage a third party to provide

any Services that cannot be provided in accordance with this Agreement and the Supplier

will not be entitled to any compensation or payment in respect of those Services.

3.9 Variation

(a) If reasonably necessary, LOC may direct the Supplier to vary the Services or to supply

services of a character similar to the Services. These directions must be in writing. The

Supplier must comply with any such direction, provided it is reasonably within its power

to do so.

(b) The Supplier shall supply any such varied Services in accordance with the Fees. If there is

no fee or rate for the varied Services included in the Fees, the parties shall negotiate a fee

or rate for the varied Services (which shall, where possible, be calculated by applying

similar principles to those agreed by the parties in determining the Fees).

3.10 Risk Management Systems

The Supplier acknowledges the high profile, media coverage and risk elements of supplying the

Services. Where requested by LOC, the Supplier agrees that it must:

(a) develop a risk management strategy, and business continuity plan including policies,

procedures and arrangements to ensure, where reasonably possible, a seamless and

continuous supply of Services by it and its subcontractors, if any, despite Force Majeure,

the absence or non-availability of any of the Key Personnel or the Personnel, or other

disruption;

(b) where and when reasonably requested to do so by LOC, provide details of the Supplier’s

risk management strategy, and take any remedial or improvement actions as reasonably

required by LOC (or a Venue operator) from time to time;

(c) review, test, update and improve the risk management strategy on a regular basis, and

not less than every 12 months;

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(d) assist and cooperate with LOC where requested in the development and review of LOC’s

risk management strategy;

(e) maintain regular backup copies of all software and drawing files provided to LOC (if any);

(f) take all normal and reasonable steps to protect against the introduction of any computer

virus and against effects of any such virus;

(g) maintain and keep current its business continuity and disaster recovery procedures; and

(h) maintain any equipment or other hardware used in the supply of the Services under this

Agreement.

4. Health and Safety

Without limiting the Supplier’s obligations under this Agreement, where the Supplier or the

Supplier’s Personnel is required to attend an Australian Cricket premises or a Venue for the

purposes of supplying the Services, the Supplier (and, where appropriate, the Supplier’s

Personnel) must:

(a) at all times, take all reasonable care for Supplier’s and the Supplier’s Personnel own health

and safety, and that of all others;

(b) immediately report all incidents and near miss occurrences to the nominated LOC

Representative;

(c) comply with all reasonable requests made by LOC in relation to working safely;

(d) have a documented and effective health and safety management system in place;

(e) undertake a Job Safety Analysis or Safe Work Method Statements, and any other risk

assessments as directed by LOC and comply with all reasonably instructions given by LOC

or a Venue operator from time to time;

(f) undertake mitigation risk methodology when planning, undertaking and reviewing any

supply of Services;

(g) participate in all inductions as directed by LOC or a Venue operator from time to time;

(h) have appropriately skilled supervisors on site relevant to the supply of Services as directed

by LOC;

(i) ensure adequate and appropriately skilled and experienced resources are available to

meet any Services delivery, health and safety obligations and legislative requirements;

and if necessary through the employment of external consultants at the Supplier’s cost,

including materials, safety equipment and personnel;

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(j) ensure that all equipment brought on or to a LOC premises or Venue is registered, tested,

tagged, and all log books are up-to-date, as required under relevant state, territory or

federal Law;

(k) ensure that all work undertaken is performed by suitably qualified or accredited workers;

and

(l) prior to undertaking high risk work, seek the appropriate permits and approvals from the

authorised LOC Representative and hold a current licence for high risk work as required

under relevant state legislation.

5. Conflicts of Interest

(a) The Supplier must not undertake any work or supply any Services or be involved or

interested in any business or activity for other parties which may:

(i) conflict with its obligations under this Agreement; or

(ii) negatively impact on the Supplier’s ability to meet its obligations under this

Agreement.

(b) The Supplier warrants that at the date of this Agreement no conflict of interest exists or

is reasonably foreseeable in relation to the performance of its obligations under this

Agreement.

(c) If a conflict of interest arises during the Term, or any matter may reasonably be expected

to give rise to an actual or potential conflict of interest, the Supplier must:

(i) notify LOC immediately of the conflict or matter and its plan for resolving or

avoiding the conflict; and

(ii) take all such action as may be reasonably necessary to resolve or avoid the

conflict of interest, including any action that LOC may reasonably specify to

ensure that the conflict is resolved or avoided in a manner satisfactory to LOC.

6. Representatives and Personnel

6.1 Representatives

(a) Each party must appoint a Representative as at the commencement of this Agreement.

The Representatives will be responsible for the day to day administration of this

Agreement on behalf of the party appointing them. In the case of the Supplier, the

Supplier Representative will also be responsible for the day to day supply of the Services

and the supervision of Personnel.

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(b) The LOC Representative and the Supplier Representative must be available and able to

be contacted during normal business hours and after hours as required. A party must

notify the other party immediately in the event its Representative is removed or replaced,

together with the contact details of its new Representative, or of any change to its

Representative’s contact details.

(c) Each party will be responsible for the acts, omissions and defaults of its Representative.

Any direction, instruction, notice, approval or other communication made or given to a

Representative will be deemed to have been made or given to the party appointing that

person.

(d) If requested by LOC, the Supplier must use the Key Personnel and ensure the ongoing

availability of the Key Personnel to supply the Services unless otherwise approved in

writing by LOC.

(e) If some or all of the Services are to be supplied by Personnel at LOC premises, the Supplier

must ensure that such Personnel sign and return to LOC an agreement provided by LOC

with regard to confidentiality and compliance with LOC’s policies and procedures.

6.2 Key Personnel

(a) Supplier must ensure that the Key Personnel named in Item 9 of Schedule 1 are directly

involved in the provision of the Services and are available to provide the Services as set

out in Schedule 2. If Supplier engages any people other than the Key Personnel to assist

with the provision of the Services, they must be supervised by and report directly to the

Key Personnel.

(b) Supplier must not remove or replace any Key Personnel without first providing written

notification to LOC:

(i) if it is necessary to replace any of the Key Personnel, Supplier must immediately

notify LOC;

(ii) Supplier must consult with LOC to arrange for replacement of the relevant Key

Personnel by a person of comparable experience, suitability and competence in

accordance with the Succession Plan or as otherwise agreed by LOC;

(iii) any person to be appointed to replace any of the Key Personnel are subject to

the prior written approval of LOC, which approval may not be unreasonably

withheld;

(c) Supplier agrees that LOC may elect to engage any Key Personnel directly where such Key

Personnel have been replaced by Supplier under this clause.

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(d) Supplier acknowledges the importance of succession planning and warrants that it can

comply with the Succession Plan as set out in Schedule 5.

(e) Supplier must ensure that the Key Personnel perform and faithfully serve Supplier for the

benefit of LOC and use their best endeavours at all times to promote, develop and extend

the business of LOC, and must ensure that the Key Personnel follow the reasonable

directions and requirements specified by the LOC Representative in accordance with the

terms of this Agreement.

(f) In order to discharge its obligations under this Agreement, Supplier may require the Key

Personnel to perform duties outside and in addition to the normal business hours of LOC

in the performance of the Services. It is agreed that the payment by LOC to the Supplier

shall constitute full compensation for all such work performed, unless otherwise specified,

and as such, no additional compensation will be payable by LOC to Supplier or the Key

Personnel.

6.3 Personnel

The Supplier must:

(a) engage sufficient Personnel with the necessary skills, expertise, qualifications and training

to supply the Services;

(b) ensure that its Personnel supply the Services by exercising due care, skill and judgment

and in an efficient, professional, timely and cost effective manner;

(c) ensure the Personnel conform to and comply with all lawful and reasonable directions

and instructions made or given by or on behalf of LOC, including, without limitation,

reasonable directions and instructions as to the manner in which the Services are to be

supplied;

(d) if requested by LOC, from time to time submit a list of the names of all Personnel engaged

by the Supplier in the supply of the Services;

(e) assume responsibility for the acts and omissions of all Personnel (including in particular

contractors and sub-contractors) as if they were acts and omissions of the Supplier;

(f) ensure that all Personnel observe the terms of this Agreement and do all things necessary

to enable the Supplier to comply with this Agreement; and

(g) without limiting clauses 3.4(a) and 4 above, ensure that its Personnel at all times comply

with all Work Health and Safety legislation requirements and all Laws relating to the

supply of the Services under this Agreement;

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7. Access, Accreditation and Security

7.1 Access to Venues

(a) Subject to clause 7.2(c) below, LOC will ensure that appropriately accredited Personnel

are granted reasonable and necessary access to Venues to enable the Supplier to exercise

its rights and obligations under this Agreement.

(b) If the Supplier is granted access to competitors, officials and others participating in a

Cricket Match, the Supplier must ensure that its Personnel adhere to such regulations as

may be specified by or on behalf of LOC and will not exercise rights of access which:

(i) intrude upon the privacy of participants;

(ii) interfere with the conduct of the Cricket Match or with the role and

responsibilities of the Supplier; or

(iii) violate LOC, integrity, security or Accreditation procedures and policies in force

from time to time.

(c) The Supplier must ensure that in carrying out its obligations under this Agreement its

Personnel wear clothing or uniforms as specified by LOC from time to time (if any), or as

provided by LOC in its absolute discretion, to the standard reasonably required by LOC.

7.2 Accreditation and Security

(a) The Supplier acknowledges that access to all Venues will be subject to accreditation and

security policies and procedures which shall be developed by LOC prior to the Cricket

Match and implemented by LOC in its absolute discretion.

(b) The Supplier acknowledges that LOC will make available a number of accreditation passes

sufficient for the Supplier to supply the Services (if required).

(c) The Supplier acknowledges that nothing in this Agreement compromises or fetters LOC’s

absolute discretion in relation to accreditation of individuals including the Supplier’s

Personnel and invitees and, in particular, the Supplier agrees that:

(d) LOC is not obliged to grant Accreditation to any person or class of persons; and

(e) LOC may in its absolute discretion exercise at any time the right to:

(i) grant Accreditation;

(ii) grant Accreditation with conditions;

(iii) refuse Accreditation;

(iv) cancel Accreditation; and

(v) refuse entry by any individuals to Venues.

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(f) The Supplier will ensure that its Personnel at all times follow the LOC accreditation and

security policies and procedures in force from time to time (as advised to the Supplier by

LOC).

(g) The Supplier acknowledges that LOC may conduct at any time during the Term security,

police and background checks on the Supplier and the Supplier Personnel and must

procure each applicant for Accreditation to co-operate with LOC checking procedures

subject to Law, and the Supplier must comply with the LOC accreditation and security

policies and procedures as set out by LOC in its absolute discretion from time to time.

The Supplier acknowledges that if an applicant for Accreditation refuses to provide

consent as required by Law to the accreditation and security procedures, the Supplier

must withdraw the person, and where necessary for the supply of the Services under this

Agreement, the Supplier must provide another suitably qualified applicant who is willing

to provide consent as required by LOC.

(h) The Supplier agrees to provide promptly to LOC all information and consents of its

Personnel requested by LOC in writing and which LOC acting reasonably, considers

necessary to facilitate the carrying out of any probity, security and accreditation checks.

8. Pricing and Payment of Fees

8.1 Fees

(a) In consideration of the Supplier suppling the Services in accordance with the obligations

contained in this Agreement, LOC will pay the Fees set out in Schedule 3 in such

instalments and as such times as are set out in Schedule 3.

(b) The Fees are the total amount payable by LOC for the supply of the Services. All costs

relating to the supply of the Services and the Supplier's performance of its obligations

under this Agreement are the sole responsibility and expense of the Supplier unless

expressly stated otherwise.

8.2 Payment

(a) LOC will not be liable to pay for any work relating to supply of the Services unless:

(i) if the work is to be performed or items are to be supplied by third parties, the

Supplier has received LOC’s prior written approval to procure such work or items;

(ii) the Services have been delivered to LOC within the timeframe agreed by the

parties (other than to the extent that any delay is caused or contributed to by

LOC); and

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(iii) the Services were supplied in accordance with LOC’s requirements as set out in

this agreement or any written specifications, instructions or brief of as otherwise

approved in writing by LOC.

(b) LOC shall pay the Fees within 30 days following receipt by LOC of a valid tax invoice issued

in accordance with the reasonable directions of LOC.

(c) LOC may withhold payment of any amount that it disputes in good faith until the dispute

has been resolved under clause 25.

8.3 No Set Off

The Supplier shall not set off any amount owed by it to LOC under this Agreement.

8.4 Relationship of Parties

The Supplier acknowledges that nothing in this Agreement shall create or be deemed to create a

relationship of employer and employee between LOC and any Personnel (including where any

Personnel are required to supply the Services from LOC’s premises or using or accessing LOC’s

equipment). The Supplier shall at all times accept responsibility for its Personnel and will

indemnify and hold harmless LOC against all liabilities and claims for statutory entitlements,

salary, wages and employee benefits and all Taxes, levies and imposts arising from or relating to

the performance of work or the supply of the Services by Personnel. In addition, the Supplier will

be responsible for all immigration clearances and permits or other authorisations which may be

required for Personnel to supply the Services under this Agreement.

8.5 Bank Guarantee

If required by LOC, on or before the Commencement Date the Supplier must provide an

irrevocable Bank Guarantee to LOC. The bank guarantee must:

(a) be issued by a bank approved by LOC;

(b) contain an unconditional undertaking to pay LOC on demand;

(c) be in an amount of not less than the amount set out in Item 12 of the Schedule 1, being

the minimum guarantee required to be provided to LOC at all times during the Term;

(d) not expire earlier than 6 months after expiry of the Term; and

(e) otherwise be in a form and contain content approved by LOC, acting reasonably.

8.6 Suspension of Payments

(a) If the Supplier defaults in the performance of its obligations under this Agreement, LOC

may give notice to it to remedy the default specifying details of the default.

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(b) If the Supplier fails to remedy the default specified in a notice under clause 8.6(a) within

5 Business Days after receipt of the notice, the Supplier shall not be entitled to its Fees

until LOC confirms in writing that the default has been rectified and LOC may suspend

payment of Fees.

(c) Suspension of payment will not in any way affect the continuing obligations of the

Supplier under this Agreement and will be without prejudice to any other rights that LOC

may have against the Supplier as a result of the default.

9. GST and Other Taxes

(a) The Fees are inclusive of all Taxes except GST. LOC shall be entitled to deduct any

withholding tax required to be withheld by Law from payments made to the Supplier and

shall not be required to gross-up or increase any payments in respect of such amounts

withheld.

(b) If GST is payable on a Taxable Supply made under this Agreement, the party providing

the consideration for the supply must also pay (at the same time) the GST amount payable

in respect of the Taxable Supply, in addition to the consideration payable, provided that

no amount shall be payable under this clause until a valid Tax Invoice has been delivered

in respect of the relevant Taxable Supply. This clause will not apply if the amount payable

is expressed on a GST-inclusive basis.

(c) If Non-Monetary Consideration is provided to a party as consideration for a Taxable

Supply, the value of the Non-Monetary Consideration will be calculated in accordance

with the GST Act (if applicable).

(d) A party making a Taxable Supply to another party under this Agreement must issue a

valid tax invoice to the other party, setting out the amount of the GST payable by that

other party.

(e) If any adjustment is made to the amount of consideration payable for any Taxable Supply

made under this Agreement after the Tax Invoice for that taxable Supply has been issued,

the Supplier shall issue to the Recipient a Debit Note or Credit Note as appropriate.

(f) The parties agree that the nature of the supplies made under this Agreement is made on

a periodic or progressive basis.

(g) If a party is required under this Agreement to indemnify, reimburse, or provide a

contribution to another party, the calculation of the indemnity, reimbursement or

contribution will be:

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(i) reduced by the amount of Input Tax Credit the party seeking the indemnity,

reimbursement, or contribution is entitled to claim; but

(ii) increased by any GST payable by the other party in respect of the indemnity,

reimbursement or contribution.

(h) For the purposes of this clause 9, ‘GST’, ‘Input Tax Credit’, ‘Taxable Supply’, ‘Tax Invoice’,

‘Credit Note’, ‘Debit Note’ and ‘Non-Monetary Consideration’ shall be defined in

accordance with the GST Act.

(i) The Supplier shall be responsible for any income tax payable under the Income Tax

Assessment Act 1997 (Cth) (as amended) or any other statute imposing any liability for

taxation in respect of the Supplier or Personnel.

(j) The Supplier consents to LOC furnishing the Commissioner of Taxation with both the

Supplier’s or the Personnel’s name and address and all details of payments made by LOC

under this Agreement, if LOC is requested to do so.

10. Reports and Information

10.1 Reports

(a) The Supplier must deliver reports to LOC in relation to the Services as set out in Part 5 of

Schedule 2 (if any) and any other information LOC may reasonably request from time to

time.

(b) All reports generated by the Supplier will be the property and confidential information of

LOC. The Supplier may retain a copy of the reports for internal record keeping purposes

only.

(c) In addition to the reports to be delivered under clause 10.1(a), LOC may require the

Supplier to provide it with information concerning any aspect of the supply of the

Services.

10.2 Records

(a) The Supplier must keep and maintain full records and documentation in relation to this

Agreement and the Services. Where they are actually produced in the ordinary course of

business in hard copy form, these will be kept in hard copy form. Records produced in

the ordinary course of business in electronic copy form will remain in electronic form for

the Term. The Supplier must keep and maintain such records during the Term and for

7 years after the expiry of this Agreement.

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(b) On request by LOC, the Supplier must make all documents and records relating to this

Agreement and the Services available to LOC for inspection by LOC and if requested

provide copies of the documents and records.

10.3 Audit

(a) The Supplier must provide, and must procure that any subcontractor provides, such

information to LOC or access to premises and Personnel as is reasonably required by LOC

from time to time to verify that the Supplier is complying with its obligations under this

Agreement.

(b) LOC may from time to time audit or require the audit of the operations of the Supplier in

respect to this Agreement and the Supplier must cooperate and assist LOC in good faith

in this regard.

11. Intellectual Property

(a) Supplier acknowledges and agrees that all Intellectual Property and other information

that LOC provides or makes available to Supplier (LOC Intellectual Property) remains

the property of LOC. Supplier must not use or disclose LOC Intellectual Property for any

purpose other than for the purpose of performing its obligations under this agreement.

(b) LOC acknowledges and agrees that Supplier continues to own all of its Intellectual

Property existing at the date of this agreement, or coming into existence during the term

of this Agreement other than LOC Intellectual Property or Developed Intellectual

Property.

(c) Supplier acknowledges and agrees that all Developed Intellectual Property will vest in,

and is assigned to, LOC on creation. Supplier must, at its own expense, execute all

documents and do all things required to give effect to this clause, including obtaining as

soon as possible and providing to LOC legally effective releases or assignments to LOC

from any of Supplier’s Personnel and subcontractors in respect of any Developed

Intellectual Property.

(d) LOC grants Supplier a personal, non-exclusive, non-transferable and non-assignable

licence to use LOC Intellectual Property and the Developed Intellectual Property in

connection with the performance of the Supplier’s obligations under this Agreement. No

other right is given to Supplier or its Personnel to use LOC Intellectual Property or any

Developed Intellectual Property except in connection with the performance of Supplier’s

obligations under this Agreement.

(e) The Supplier acknowledges and agrees that it has no right, title or interest in the Marks,

except the right to use the same as provided in this Agreement (if at all) and that nothing

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in this Agreement shall be construed as an assignment or grant to the Supplier of any

right, title or interest in or to the Marks or in any copyright, trade mark, design, industrial

design or other Intellectual Property of LOC.

(f) If any material, matter or thing (including software, documentation or data) forming part

of Supplier’s Intellectual Property is incorporated in or attached to any Developed

Intellectual Property, Supplier grants LOC a perpetual, irrevocable, worldwide,

transferable and royalty free licence (including the right to sub-license) to exercise all

Intellectual Property rights in such material, matter or thing for the purpose of accessing,

commercialising and using the Developed Intellectual Property.

(g) The Supplier shall disclose (and shall procure that its Personnel discloses) to LOC all or

any of the Developed Intellectual Property upon creation and the Supplier or its Personnel

shall not register or attempt to register any interest in respect of any Developed

Intellectual Property. Termination or expiry of this Agreement will be deemed to have

effected the assignment of the Developed Intellectual Property, including the entire right,

title and interest in such Developed Intellectual Property, which will be to LOC in

perpetuity.

(h) The Supplier shall ensure (and shall procure that its Personnel ensures) that a copyright

notice or other proprietary notice, as is required by LOC, is included in any copy made of

the Developed Intellectual Property (including the Developed Intellectual Property as

stored on computer disks and databases) and that such notice is clearly and legibly

marked in a prominent place.

(i) The Supplier agrees (and shall procure that its Personnel agrees) that, in relation to any

moral rights that the Supplier or Personnel has arising directly or indirectly from the

supply of the Services, the Supplier consents (and will procure the consent of its

Personnel) to:

(i) LOC performing all acts necessary or desirable to enable LOC to exercise its rights

in relation to this clause 11; and

(ii) to LOC not attributing the Supplier or its Personnel as the author.

(j) The Supplier or the Personnel shall execute such further documents and assurances and

take such further action as may be necessary to register and protect any of LOC’s interests

in the Developed Intellectual Property and to give effect generally to this clause 11.

(k) The Supplier warrants, undertakes and represents to LOC that the supply or use of the

Services or any information or materials supplied under this Agreement will not infringe

the Intellectual Property rights of any third party. The Supplier (i) holds harmless, and (ii)

indemnifies LOC against any Loss that LOC incurs or suffers from any claim or proceeding

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based on an allegation that LOC's use or possession of any information or material

infringes any third party's Intellectual Property rights (IP Claim). In the event of an IP

Claim:

(i) the Supplier shall defend or settle the IP Claim (at the Supplier's cost) but in all

cases shall consult with and keep LOC informed in relation to the IP Claim, obtain

LOC's prior written consent to any proposed settlement of the IP Claim (such

consent not to be unreasonably withheld) and use its best endeavours to ensure

that LOC's name and reputation are not adversely affected by any steps taken in

relation to the IP Claim; and

(ii) the Supplier shall take all necessary steps to minimise the detrimental impact of

any IP Claim on the supply of the Services and LOC's operations.

12. Sponsorship and Ambush Marketing

(a) The Supplier acknowledges that LOC through the ICC has the sole and exclusive right to,

and will arrange for the sponsorship of, the Tournament. The Supplier shall not (and shall

procure that its Personnel shall not) be engaged in any advertising or promotional activity

that is competitive with sponsorships of or products or services of sponsors of LOC or the

Tournament.

(b) Supplier acknowledges that one of LOC’s key objectives is to prevent Ambush Marketing.

Accordingly, Supplier must (and must ensure that its Personnel):

(i) not engage in any form of Ambush Marketing;

(ii) co-operate with LOC in its endeavours to minimise any Ambush Marketing

activities;

(iii) use its best endeavours to ensure that no persons with whom it deals in relation

to the Tournament, or who acts on its behalf, engages in Ambush Marketing;

(iv) promptly notify LOC if it becomes aware of any suspected Ambush Marketing

activities of other parties;

(v) procure that it and each and every of its Personnel upon the reasonable request

of LOC enters into a Deed of Confidentiality in favour of LOC;

(vi) provide the original Deeds of Confidentiality to LOC within 7 days of signature;

(vii) maintain a register of every Deed of Confidentiality executed, including details

of the name, date of execution, and witness to execution;

(viii) provide the register to LOC upon demand;

(ix) not advertise market or promote any other activity, production or services of

Supplier in a way so as to ambush market or to imply an association or

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connection with LOC or the Tournament except for with the written approval of

LOC;

(x) not authorise or license any person to represent, promote or advertise that they

have any connection or association with LOC or the Tournament;

(xi) not hold itself out as the agent or representative of LOC or the ICC or attempt to

bind LOC or the ICC unless otherwise agreed in writing; and

(xii) not represent, hold out, promote or advertise in any way that Supplier has any

connection or association with LOC, the ICC and or the Tournament, or that at

any time Supplier has supplied goods or services to these bodies unless

otherwise agreed in writing.

(c) Supplier must not, and must ensure that its Personnel do not advertise, market or

promote any other activity, production or services of Supplier in a way so as to ambush

market or to imply an association or connection with LOC.

(d) The provisions of this clause survive the expiration or earlier termination of this

Agreement.

(e) The Supplier will not be permitted to use its own name and/or mark in connection with

the provision of the Services except in a manner agreed with and subject to the prior

approval of LOC.

13. Equipment and Technology

(a) If the Supplier is given access to any of LOC’s information technology systems or

equipment to enable it to supply the Services, the Supplier must:

(i) use equipment provided by LOC unless otherwise agreed;

(ii) take all reasonable care in utilising the information technology systems including

all hardware, software and applications and observe all relevant policies and

procedures as provided by LOC from time to time;

(iii) not interfere with or disrupt or cause any damage to such systems or equipment;

(iv) ensure that such systems are protected from unauthorised access or use, or

misuse, damage or destruction by any person; and

(v) take all reasonable precautions to protect the information technology systems or

equipment from any virus, bug or other infectious worm which may cause

damage to LOC’s information technology systems and operations.

(b) Where LOC provides the Supplier with equipment (ie, a computer) for use exclusively by

the Supplier for the sole purpose of performing the Services, the equipment will at all

times remain the property of LOC. The Supplier agrees not to modify (including by

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loading onto or using any software on the computer without the prior written consent of

LOC) and must to return the equipment to LOC on request.

14. Co-operation with Other Parties

The Supplier acknowledges that there will be many parties involved in the delivery of the

Tournament including but not limited to LOC, ICC, broadcasters, licensees, sponsors, ticketing

agencies, stakeholders, Venues and suppliers that the Supplier may have to work together with

those parties in the delivery of the Services. The Supplier agrees to cooperate and liaise with

these parties as reasonably required by LOC from time to time consistent with international events

and normal practice.

15. Media Releases

(a) LOC will have the sole responsibility for approving any press release or any public

announcement relating to the Services, this Agreement or any aspect of the matters

contemplated by this Agreement, and for granting or conducting any marketing

advertising or other commercial rights in relation to the Tournament.

(b) The Supplier will ensure that neither itself nor any of its Personnel give any interviews or

render any assistance to any media entity in relation to writing or broadcast of any story

concerning the Tournament, any matters contemplated by this Agreement, the affairs of

LOC or otherwise concerning the Tournament without the prior written approval of LOC.

16. Confidentiality

(a) Each party undertakes to each other party that:

(i) any Confidential Information of the other party will be used for the sole purpose

of exercising its rights and performing its obligations under this Agreement;

(ii) disclosure of the Confidential Information will only be to those of its personnel

to whom it is necessary to disclose Confidential Information for the purposes of

this Agreement; and

(iii) it will not, and will ensure that its officers, employees, agents, contractors and

advisers do not, use, provide or disclose the Confidential Information of the other

party to any person, except as permitted under this Agreement or as required by

Law.

(b) Supplier may only disclose Confidential Information to Personnel on condition that:

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(i) such Personnel are made aware of the confidentiality obligations of Supplier

under this Agreement;

(ii) Supplier remains responsible for the use of any Confidential Information by

Personnel; and

(iii) if requested to do so by LOC, Supplier ensures that any Personnel to whom

Confidential Information is intended to be disclosed signs and returns to LOC a

Deed of Confidentiality prior to such disclosure.

(c) LOC may only disclose Confidential Information to a person who needs to know the

Confidential Information on the condition that:

(i) such persons are made aware of the confidentiality obligations of LOC under this

Agreement;

(ii) LOC remains responsible for the use of any Confidential Information by such

persons; and

(iii) if requested to do so by Supplier, LOC ensures that any person to whom

Confidential Information is intended to be disclosed signs and returns to Supplier

a deed of confidentiality prior to such disclosure.

(d) The undertakings in clause 16(c) do not extend to any Confidential Information which:

(i) is or has become part of the public domain, otherwise than as a result of a breach

of this clause;

(ii) was in the possession of the party before the disclosure of it by the other party

and was not acquired directly or indirectly from the party or from any other

person who owed an obligation of confidence to that other party;

(iii) has been received in good faith by the party from a third party not in breach of

any obligation of confidence owing by the third party to the other party;

(iv) is required to be disclosed by law, any government agency, any regulatory body

or applicable stock exchange;

(v) LOC is requested to disclose to any government department or government

agency in accordance with their policies and procedures; or

(vi) LOC is requested to disclose to the ICC and Cricket Australia.

17. Privacy

17.1 General Privacy Obligations

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(a) In performing this Agreement, the Supplier must comply with all Privacy Laws in respect

of all Personal Information.

(b) For the purposes of this Agreement, the Supplier agrees to be bound by and comply with

the Privacy Laws even if such laws would otherwise not apply to the Supplier, for instance,

if the Supplier’s annual turnover is less than the threshold in the Privacy Law.

(c) Without limiting clause 17.1(a), the Supplier must:

(i) collect, use, disclose and otherwise deal with Personal Information only for the

purpose of performing this Agreement;

(ii) not do or omit to do anything with Personal Information that will cause LOC or a

State and Territory Association to breach any Privacy Law;

(iii) not disclose Personal Information except to the Supplier’s Personnel to the extent

necessary for the purpose of performing this Agreement or otherwise with the

prior written consent of LOC;

(iv) co-operate with any reasonable requests or inquiries made by LOC in relation to

the management of Personal Information by or on behalf of the Supplier, or to

resolve any complaint made against LOC, a State and Territory Association or the

Supplier under any Privacy Law;

(v) not disclose, export or transfer Personal Information to a place or to a recipient

outside Australia without LOC’s prior written consent;

(vi) take all necessary steps to ensure that the Personal Information is secured using

current industry leading security methods (as updated from time to time through

the term of the Agreement) and protected from misuse, interference, corruption

and loss, including from any unauthorised access, modification or disclosure; and

(vii) ensure that all records in the Supplier's possession or control which contain

Personal Information are, at the end of the term or upon earlier request, expiry

or termination of this Agreement, at LOC's option, either returned to LOC in a

format reasonably requested by LOC, or permanently deleted or destroyed in the

presence of a person duly authorised by LOC to oversee such deletion or

destruction, except to the extent that the Supplier is required by applicable law

to preserve such records.

17.2 Security Breach

The Supplier must immediately notify LOC of any Security Breach and:

(a) outline any proposed remedial action;

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(b) co-operate at its own cost with LOC and State Associations in relation to an investigation

of any Security Breach, and in the resolution of any Security Breach to LOC's satisfaction;

(c) demonstrate to LOC why the Security Breach will not reoccur; and

(d) to the extent permitted by law, immediately notify LOC of any direction or request from

a Regulatory Authority, or of any other third party legal process, relating to any Security

Breach.

17.3 Breaches of this clause

The Supplier will indemnify and hold harmless LOC and State and Territory Associations against

any liability, claim, loss or damage suffered directly or indirectly due to the Supplier being in

breach of its obligations under this clause 17.

17.4 Record keeping, audits and access to facilities

During the term of this Agreement, the Supplier must provide LOC with reasonable access to, or

copies of, such premises, facilities, systems, records and documents as is reasonably necessary to

enable LOC to audit the Supplier's compliance with this Agreement.

18. Subcontracting

(a) The Supplier must not subcontract the whole or any part of its obligations under this

agreement without LOC’s prior written consent (at LOC’s absolute discretion). LOC’s

consent to any subcontracting may be conditional on the following:

(i) the Supplier providing all information required by LOC;

(ii) the Supplier demonstrating to LOC’s satisfaction that the proposed

subcontractor is responsible, of sound financial standing and that the proposed

subcontractor is fully capable of providing and will supply the Services to be

subcontracted; and

(iii) the Supplier bearing any costs incurred by LOC in giving its consent.

(b) The Supplier remains responsible for all subcontracted functions, responsibilities and

obligations. The Supplier will be liable for all acts, omissions, defaults and neglects of any

subcontractor as if they were the Supplier’s acts, omissions, defaults or neglects

(c) No subcontractor will have any rights under this Agreement against LOC or be entitled

to receive any payment under this Agreement from LOC.

(d) LOC may, by reasonable notice to the Supplier, require the Supplier to replace a

subcontractor or cease using a subcontractor. LOC may only do so if it has reasonable

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grounds for making the request, including if it considers that the subcontractor is failing

to perform the subcontracted obligations.

19. Warranties

(a) Each party represents and warrants to the other on a continuing basis that:

(i) it has full corporate power to enter into and give effect to this Agreement and to

complete the transactions contemplated by this Agreement;

(ii) it has taken all necessary action to authorise the execution, delivery and

performance of this Agreement;

(iii) at the date of this Agreement, the execution, delivery and performance of this

Agreement by it does not contravene any contractual, legal or other obligations

that apply to it; and

(iv) on execution of this Agreement, its obligations under this Agreement will be

valid, binding and enforceable.

(b) The Supplier represents and warrants to LOC on a continuing basis that:

(i) it holds all licences, permits, consents and authorisations required under Law in

relation to the and supply of the Services and will continue to do so at all times

during the Term;

(ii) it has paid or will pay all taxes, charges and fees legally required of itself relating

to the exercise of its rights and obligations in accordance with this Agreement;

(iii) the obligations contained in the Agreement do not conflict with its obligations

to any third parties;

(iv) any goods, equipment or materials provided by it in connection with the Services

will be of merchantable quality and fit for the purposes described in this

Agreement or otherwise made known to it by LOC;

(v) it is solvent; and

(vi) all information, representations, warranties and undertakings made or given by it

to LOC before the date of this Agreement, whether in any tender,

correspondence, negotiations or otherwise, are true, complete and accurate in all

respects.

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20. Improper Inducement, Influence and Behaviour

(a) Each party represents and warrants on a continuing basis that it has not done anything

to improperly or unlawfully induce, reward or influence any person in relation to the

execution of this Agreement or the supply or acquisition of goods or services under this

Agreement including:

(i) directly or indirectly offering, soliciting, giving, agreeing to give or receiving any

gift, commission, rebate, money or consideration of any kind as an inducement

or reward for improperly or unlawfully doing, not doing, influencing, favouring,

disfavouring or carrying out any act;

(ii) seeking to influence decisions by improper means; or

(iii) any other conduct which would constitute a breach of any Laws.

(b) Each party represents and warrants on a continuing basis that it has not improperly or

unlawfully given or received, or agreed to give or receive, any gift, commission, rebate,

money or consideration of any kind in relation to any advice given to or received by a

party to this Agreement which is or was intended in any way to induce or influence the

party advised to enter into this Agreement, or been involved in any other conduct

prohibited by any Laws.

21. Insurance

(a) The Supplier must maintain during the Term of this Agreement or for a period agreed

between the parties and for a minimum period of 6 months at the end of the Term:

(i) a professional indemnity policy for an amount not less than the amount specified

in Schedule 1 for any one originating cause in respect of any liability arising from

a breach of professional duty, whether owed in contract or otherwise, by reason

of any negligent act or omission of the Supplier (or any agent of the Supplier

appointed pursuant to this Agreement) in supplying the Services;

(ii) product liability insurance for an amount not less than the amount specified in

Schedule 1 in respect of any claim;

(iii) any insurance required to be held by the Supplier by Law; and

(iv) any other insurance policies referred to in Schedule 1.

(b) The policies referred to in clause 21(a) must cover the Supplier against liability arising out

of or in connection with the performance of the Supplier’s obligations under this

Agreement.

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(c) On request, the Supplier shall provide LOC with a certificate of currency of insurance

verifying the placement and maintenance of all required policies of insurance.

(d) The Supplier must comply with and observe the terms of all insurance policies referred

to in clause 21(a) and must not do anything which could result in any policy being

rendered void or voidable.

(e) If the Supplier fails to maintain any policy referred to in clause 21(a), LOC may:

(i) effect or maintain such policy and pay premiums on that policy, the cost of which

will be paid on demand by the Supplier to LOC or may, at LOC’s option, be

deducted by LOC from any monies due or becoming due to the Supplier under

this Agreement; or

(ii) immediately terminate or suspend this Agreement.

(f) The provisions of this clause survive the expiration or earlier termination of this

Agreement and endure to the benefit of the parties and the additional insured.

(g) The Supplier must co-operate with LOC and its insurers with respect to the handling of

claims by or against third parties relating to Services or this Agreement.

22. Termination

22.1 Termination Rights

(a) LOC may immediately suspend or terminate this Agreement for any reason by giving the

Supplier 30 days' written notice.

(b) LOC may immediately suspend or terminate this Agreement by written notice to the

Supplier if any of the following occurs:

(i) the Supplier is in breach of its obligations under this Agreement and does not

remedy the breach (to the extent that it can be remedied) or pay fair

compensation for such breach where a payment of damages can fairly

compensate LOC within 14 days (or such longer time as agreed by LOC) after

receiving a written notice from LOC specifying the breach and requiring it to be

remedied;

(ii) the Supplier or the Personnel commit any breach of a material term of this

Agreement;

(iii) the Supplier commits multiple or recurring breaches of this agreement, whether

or not remedied;

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(iv) the Supplier or the Personnel have a conflict of interest which cannot be resolved

to the reasonable satisfaction of LOC;

(v) the Supplier is the subject of an Insolvency Event;

(vi) the Supplier ceases, or indicates that it is about to cease, carrying on its business;

(vii) there is a change in the person or persons in effective control of the Supplier,

including any change in the underlying beneficial ownership of the Supplier

which might reasonably have a material adverse impact on the ability of the

Supplier to perform its obligations under this Agreement;

(viii) a crime is committed by the Supplier’s Personnel which LOC reasonably considers

is likely to adversely affect LOC’s reputation or the Supplier’s obligations under

this Agreement;

(ix) the Supplier engages in conduct which in the reasonable opinion of LOC reflects

unfavourably on the good name, goodwill, reputation or image of LOC, the

Tournament or the game of cricket or which is in any manner inconsistent with

the LOC’s Policies and Procedures as notified to the Supplier from time to time

and such conduct is not remedied as soon as possible but in any event no later

than 30 days after receipt of written notice from LOC of such conduct; or

(x) the Supplier is unable to provide suitably acceptable Key Personnel as required

in this Agreement.

(c) The Supplier may immediately terminate this Agreement by written notice to LOC if either

of the following occurs:

(i) LOC is in material breach of its obligations under this Agreement and does not

remedy the breach (to the extent that it can be remedied) or pay fair

compensation for such breach where a payment of damages can fairly

compensate the Supplier within 14 days after receiving a written notice from the

Supplier specifying the breach and requiring it to be remedied; or

(ii) LOC is the subject of an Insolvency Event.

(d) Termination of this Agreement does not relieve the defaulting or affected party of any

liability it may have for any breach or non-observance of its obligations under this

Agreement.

(e) In exercising a right of termination, the terminating party need not act in good faith.

22.2 Consequences of Termination

(a) Upon suspension, termination or expiration of this Agreement:

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(i) all rights, opportunities and benefits granted under this Agreement to the

Supplier will immediately cease;

(ii) the Supplier must:

(A) at its cost, deliver up to LOC or, at the direction of LOC, destroy all copies

in its possession or control of the Intellectual Property and any works

(including all written materials, artworks, copyright works, plans,

concepts, ideas or other subject matter created, developed or conceived

by or on behalf of the Supplier or the parties in the course of performing

this Agreement);

(B) promptly return and ensure that all Personnel return to LOC all

Confidential Information and any other property of LOC; and

(C) promptly pay to LOC all monies for which it is liable or which are due and

payable to LOC pursuant to this Agreement as at the date of suspension,

termination, or where the due date for such monies has not been

reached, a pro-rata amount of the monies that would otherwise become

due and payable;

(iii) LOC will not be liable to the Supplier for, and the Supplier waives, releases and

forever discharges LOC from, any Loss incurred by the Supplier as a consequence

of or arising out of this Agreement suspension or termination of it; and

(iv) the Supplier shall yield up possession of any area set aside for its use in relation

to suppling the Services under this Agreement, and shall ensure that any area so

yielded up to LOC is in substantially the same condition (fair wear and tear

excepted) as at the commencement of the Supplier’s possession of the area.

(b) If this Agreement is suspended or terminated for any reason:

(i) each party retains its rights under this Agreement and at Law in respect of any

breach of this Agreement by the other party;

(ii) LOC must make payment to the Supplier for the Services supplied before the date

of suspension or termination (except where the Agreement is terminated for a

breach by the Supplier), but the Supplier will not be entitled to any other payment

or any compensation as a result of suspension or termination; and

(iii) if requested by LOC, then for a period of 60 days after the date of suspension or

termination the Supplier will use its reasonable endeavours to provide

information to such other person appointed by LOC to assist that person prepare

to provide services to LOC.

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(c) LOC may, upon 7 days written notice, unsuspend this Agreement and upon so doing the

Supplier will resume performing the Services under this Agreement.

(d) The following clauses will survive the expiration or termination (for whatever reason) of

this Agreement:

(i) clause 8.5 (Bank Guarantee);

(ii) clause 10.2 (Records);

(iii) clause 11 (Intellectual Property);

(iv) clause 12 (Ambush Marketing);

(v) clause 14 (Confidentiality);

(vi) clause 17 (Privacy);

(vii) clause 22 (Termination);

(viii) clause 25 (Dispute Resolution);

(ix) clause 27 (Notices); and

(x) any other clauses that are by their nature intended to survive.

23. Cancellation of Tournament

If the Tournament is not held or the Tournament is cancelled for any reason:

(a) this Agreement will terminate with effect from the date 30 days (or such later date as the

parties agree in writing) (Termination Date) after the day on which the LOC officially

announces that the Tournament will not be held or will not continue (Announcement

Date);

(b) each party will remain bound by its rights and obligations under this Agreement from the

Announcement Date to the Termination Date;

(c) each party will be relieved of its obligations under this Agreement on and from the

Termination Date; and

(d) save as expressly stated in this Agreement, neither party will be liable in any way to the

other party by reason of the termination or cancellation.

24. Indemnity

The Supplier shall indemnify and hold harmless LOC, its directors, officers and employees against

any Loss arising whether directly or indirectly, out of any:

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(a) negligent act or omission of the Supplier or the Personnel in connection with the Services;

or

(b) breach of this Agreement by the Supplier or the Personnel,

provided always that the Supplier’s liability to indemnify and hold harmless LOC pursuant to this

clause shall be reduced proportionally to the extent that any act or omission of LOC contributed

to the Loss.

25. Dispute Resolution

(a) A party must not initiate court proceedings or arbitration (except proceedings seeking

interlocutory relief) in respect of a dispute arising out of this Agreement (Dispute) unless

it has complied with this clause.

(b) A party claiming that a Dispute has arisen must notify the other parties to the Dispute

giving details of the Dispute.

(c) During the 30 day period after a notice is given under clause (a) (or longer period agreed

in writing by the parties to the Dispute) (Initial Period) each party must use its reasonable

efforts to resolve the Dispute, including LOC referring the Dispute to its senior

management.

(d) If the parties are unable to resolve the Dispute within the Initial Period, the parties must

refer the Dispute for mediation.

(e) The mediator will be a registered member of the Resolution Institute (ACN 008 651 232)

mutually agreed by the parties or, in default of agreement within a further period of 7

days, appointed, at the request of either party, by the Chair for the time being of the

Resolution Institute.

(f) The mediation will be conducted in Melbourne and in accordance with the guidelines laid

down by the appointed mediator having regard to the principles of best practice in

mediation generally. The parties will bear their own costs of preparing for and

participating in the mediation.

(g) If the mediation does not conclude the Dispute within 14 days of mediation and unless

the parties agree to extend the mediation, either party may start court proceedings.

26. Force Majeure

(a) A party will not be liable for any delay in performing, or failure to perform, its obligations

under this Agreement if:

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(i) such failure or delay is caused or in any manner arises or results from Force

Majeure; and

(ii) that party has used all reasonable endeavours to minimise the Force Majeure

impact on its ability to so perform.

(b) A party seeking to rely on the provisions of this clause may do so only if notice in writing

identifying the event relied on and the date of its occurrence is given to the other party

within 21 days of the occurrence of the event.

27. Notices

(a) Any notice, demand or consent (Notice) given or made under this Agreement:

(i) must be in writing and signed by a person duly authorised by the sender; and

(ii) must either be:

(A) delivered to the intended recipient by prepaid post or by hand to the

address set out in Schedule 1 or the address last notified by the intended

recipient to the sender; or

(B) sent by email to the email address set out in Schedule 1.

(b) A notice given in accordance with clause 27(a) will be taken to be duly given or made:

(i) in the case of delivery in person, when delivered;

(ii) in the case of delivery by post, 2 Business Days after the date of posting (if posted

to an address in the same country) or 7 Business Days after the date of posting

(if posted to an address in another country), or

(iii) in the case of email, the earlier of:

(A) when the sender receives an automated message confirming delivery; or

(B) 30 minutes after the time sent (as recorded on the device from which the

sender sent the email) unless the sender receives an automated message

that the email has not been delivered,

but if the result is that a Notice would to be taken to be given or made on a day that is

not a business day in the place to which the Notice is sent or is later than 4.00 pm (local

time) it will be taken to have been duly given or made at the commencement of business

on the next business day in that place.

(c) Nothing in this clause 27 prohibits the parties from corresponding or reporting to one

another by e-mail transmission.

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28. Miscellaneous

28.1 Assignment

The Supplier must not assign any of its rights under this Agreement without the prior written

consent of LOC, which may be withheld or granted in its absolute discretion.

28.2 Costs

Each party shall bear its own costs arising out of the negotiation, preparation and execution of

this Agreement. All stamp duty (including fines, penalties and interest) that may be payable on

or in connection with this Agreement and any instrument executed under this Agreement shall

be borne by the Supplier.

28.3 Entire Agreement

This Agreement contains the entire agreement between the parties with respect to its subject

matter and supersedes all prior agreements and understandings between the parties in

connection with it.

28.4 Governing law and jurisdiction

This Agreement is governed by the law of Victoria. Each party submits to the non-exclusive

jurisdiction of the courts exercising jurisdiction in that State in connection with the matters

concerning this Agreement.

28.5 No agency or partnership

The relationship between the parties is that of principal and independent contractor. No party is

an agent, representative or partner of any other party by virtue of this Agreement. The Supplier

must not represent itself as an agent, representative or partner of LOC in any other circumstances.

28.6 No authority to act

No party has any power or authority to act for or to assume any obligation or responsibility on

behalf of another party, to bind another party to any agreement, negotiate or enter into any

binding relationship for or on behalf of another party or pledge the credit of another party except

as specifically provided in this Agreement or by express written agreement between the parties.

28.7 Severability

Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction is

ineffective as to that jurisdiction to the extent of the prohibition or unenforceability. That does

not invalidate the remaining provisions of this Agreement or affect the validity or enforceability

of that provision in any other jurisdiction.

28.8 Survival of indemnities

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Each indemnity in this Agreement is a continuing obligation, separate and independent from the

other obligations of the indemnifying party and survives termination of this Agreement.

28.9 Time of essence

Time is of the essence in relation to all of the Supplier’s obligations set out in this Agreement.

28.10 Variation

No variation of this Agreement will be of any force or effect unless it is in writing and signed by

the parties to this Agreement.

28.11 Waiver

No failure to exercise or any delay in exercising any right, power or remedy by a party operates

as a waiver. A single or partial exercise of any right, power or remedy does not preclude any

other or further exercise of that or any other right, power or remedy. A waiver is not valid or

binding on the party granting that waiver unless made in writing.

28.12 Remedies

Nothing in this Agreement is intended to limit either party’s rights to apply for and receive

equitable relief.

28.13 Further Assurances

Each party agrees to do all things and execute all deeds, instruments, transfers or other

documents as may be necessary or desirable to give full effect to the provisions of this Agreement

and the transactions contemplated by it.

28.14 Party as Trustee

(a) If any party (Trustee) enters into this Agreement in the capacity as a trustee of any trust

(Trust) under any trust deed, deed of settlement of any other instrument (Trust Deed),

then the Trustee enters into this Agreement both as trustee of the Trust and in its personal

capacity.

(b) The Trustee represents and warrants that:

(i) it has the power under the Trust Deed and its constitution to enter into this

Agreement and perform the obligations under this Agreement;

(ii) it has the right to be fully indemnified out of the Trust assets in respect of

obligations incurred by it under this Agreement and the assets of the Trust are

sufficient to satisfy that right of indemnity; and

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(iii) there is not material fact or circumstance relating to the assets, matters or affairs

of the Trust that might, if disclosed, be expected to affect the decision of the

other part to enter into this Agreement.

28.15 Counterparts

This Agreement may be executed in any number of counterparts, and this has the same effect as

if the signatures on the counterparts were on a single copy of this Agreement. Without limiting

the foregoing, if the signatures on behalf of one party are on different counterparts, this shall be

taken to be, and have the same effect as, signatures on the same counterpart and on a single

copy of this Agreement.

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EXECUTED by the parties as an Agreement.

DATE OF AGREEMENT: Date of last signature below

SIGNED for and on behalf of

LOC by its duly authorised signatory in

the presence of:

)

)

)

Signature of Authorised Signatory

Signature of Witness Name of Authorised Signatory

Name of Witness Date

SIGNED for and on behalf of SUPPLIER

by its duly authorised signatory in the

presence of:

)

)

)

Signature of Authorised Signatory

Signature of Witness Name of Authorised Signatory

Name of Witness Date

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Schedule 1 – General Information

Item 1

Supplier Details

Name: [insert]

Address: [insert]

ABN: [insert]

Item 2

Term

Commencement Date: [insert]

End Date: [insert]

Item 3.

LOC’s Representative

Name: [insert]

Contact Details: [insert]

Item 4

Supplier’s Representative

Name: [insert]

Contact Details: [insert]

Item 5

Notices (LOC)

Name: [insert]

Address: [insert]

with a copy to:

General Counsel & Company Secretary

60 Jolimont Street

JOLIMONT VIC 3002

Item 6

Notices (Supplier)

Name: [insert]

Address: [insert]

Item 7

Insurance

Professional Indemnity: $10,000,000

Product Liability: $20,000,000

Public Liability: $5,000,000

Workers’ Compensation insurance: In the form prescribed or

approved under any workers’ compensation legislation applicable to

the Supplier in connection with the supply of the Services.

Item 8

Licences

All required Working with Children Checks

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Item 9

Key Personnel

[insert]

Item 10


Date of Request for Proposal: [insert]

Item 11

Bank Guarantee

[insert]

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Schedule 2 – Services

1. SERVICES

Supplier must provide [insert a brief description of the general nature of the Services] to LOC including

the Services below.

[Insert details of the Services to be provided. This section should itemise and detail each aspect of the

Services to be delivered and any agreed timings for performance of the Services. It should not be a

generic statement of the types of services being supplied under this agreement.]

2. PROJECT TIMELINE AND KEY MILESTONES

[insert]

3. BUDGET

[copy of budget and assumptions to be inserted]

Budget management

The overall total expenditure by LOC under this Agreement (including the amounts paid by LOC to

Supplier is estimated to be in the region of $[*] however the final amount will be determined by LOC at

its discretion as part of the planning process.

An estimated variable budget has been included below. The variable budget is purely indicative and is

not a commitment from LOC in regards to expenditure, nor is it a commitment to quoted unit costs.

While a contingency line item has been included to cover material contingency items, no expenditure can

be incurred under this contingency item without approval in writing from LOC. The parties agree to meet

monthly to review the budget and the deliverables in this Agreement, and discuss changes to the budget.

The variable budget will change based on the extent to which LOC in its discretion requires certain items

and agrees on the cost. LOC may also include additional items in accordance with its requirements

provided that a reasonable budget it allocated for such items.

4. SLAs

5. REPORTS

REPORTS [Complete details of information to be included in reports to be given by

Supplier to LOC in relation to the Goods and/or Services.]

REPORTING INTERVALS [insert]

METHOD OF DELIVERY [insert]

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Schedule 3 – Fees

Fees

Fees [To be completed by inserting details of rates and

charges payable in respect of the Goods and/or

Services. Clearly separate the prices, rates and

charges payable for the Goods from those payable

for Services if different prices, rates and charges

apply]

Frequency of

Payment

[insert]

Method of

Payment

[insert]

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Schedule 4 – Deed of Confidentiality

Tournament means the ICC T20 World Cup tournament (including the men’s and women’s

competitions) to be hosted in Australia by LOC in 2020.

Project means the provision of services to T20WC

Confidential

Information

means [insert confidential information].

THIS CONFIDENTIALITY UNDERTAKING IS MADE BY:

(1) The party specified as the Recipient named below (Recipient);

in favour of

(2) T20World Cup 2020 Limited (LOC) (ACN 618 113 269).

AS FOLLOWS:

1. CONFIDENTIALITY UNDERTAKINGS

(a) The Recipient acknowledges that the Project is of great value and importance to LOC such that

the unauthorised use or disclosure of it would result in significant harm to LOC.

(b) In consideration of receiving the Confidential Information and undertaking the Project, the

Recipient undertakes to:

(i) keep such information entirely secret and confidential and secure at all times, and not

disclose it to any person other than LOC;

(ii) not use the information for any purpose other than for the purpose of providing advice to

LOC in relation to the Project as directed by LOC; and

(iii) to promptly notify LOC in writing of any breach, or suspected breach, of this clause.

2. RECIPIENT’S ACKNOWLEDGEMENTS

(a) The Recipient executes this deed for the benefit of LOC jointly and severally. The Recipient

acknowledges and agrees that LOC may independently rely on and enforce this deed against the

Recipient.

(b) The Recipient indemnifies LOC against any claim, action, damage, loss, liability, cost, charge,

expense, outgoing or payment which LOC pays, suffers, incurs or is liable for due to any breach

of this deed by the Recipient.

(c) The Recipient acknowledges and agrees that monetary damages alone would not be adequate

compensation to LOC for a breach of this deed by the Recipient and LOC may seek an injunction

from a court of competent jurisdiction if:

(i) the Recipient fails to comply, or threaten to comply, with this deed; or

(ii) LOC has reason to believe that the Recipient will not comply with this deed.

Supply Agreement


EXECUTED AS A DEED BY RECIPIENT:

Signature

Name

Position

Date

Supply Agreement


Schedule 5 – Succession Plan

[Insert]