User:Wikirandy/Temp/BSA Learning Services.doc
Agreement 14 2010 - Fisher Page 1 of 4
© Otago Education Resource Foundation Ltd
Business Services Agreement for
Online workshop facilitation for the
Learning4Content project
This Agreement is made on the 28th day of October 2010
BETWEEN THE FOLLOWING PARTIES
1. Open Education Resource Foundation Limited (“OERF”); a body incorporated under the New
Zealand Companies Act of 1993.
2. Randy Fisher (“The Supplier”), iCentro, Canada. (email: to be provided)
BACKGROUND
The OERF seeks to engage the Supplier to provide facilitation support for onlineLearning4Content
workshops in WikiEducator.
AGREEMENT
1. Interpretation
1.1. In this Agreement:
“you” or “your” means Randy Fisher
“we”, “our”, or “us” means the OERF
2. Term
2.1. This Agreement will begin upon signature and finish on 31 July 2011.
3. Services to be provided:
3.1. You will provide Lead facilitator and support for one (1) online Learning4Content workshop:
Confirm dates of the workshops to be facilitated under this service agreement prior to
the commencement of the workshop.
Promote and recruit participants prior to the workshop aiming to achieve a minimum of
45 participants per workshop.
Maintain and update the participant list on the wiki for the corresponding workshop,
ensuring that the participant list contains: full names, gender, organisation, position and
record of learning contracts submitted. The participant list should include links to
individual user pages where appropriate.
Monitor and collect learning submitted online by participants.
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© Otago Education Resource Foundation Ltd
Provide facilitation support and guidance on basic wiki skills for registered participants,
where possible to achieve the WikiEducator certification of WikiApprentice Level 2 or
Wikibuddy.
Monitor and respond to posts on the discussion list and relevant wiki pages.
Monitor progress of participants awarding WikiMaster certifications as participants
progress during the workshop.
5 days after closure of the workshop audit the WikiMaster certifications of participants
and adjust if necessary.
Provide a brief and concise facilitator's report linked from the relevant workshop page in
WikiEducator. The report should summarise demographic information, including the
certifications achieved and facilitator reflections on the workshop. .
3.2. Deliverables and Timelines
The duration of the above service provisioning will commence upon signature until 31
July 2011.
3.3. We will provide:
Access to WikiEducator training materials
Access to the WikiEducator website
Confirmation of the selected dates for the workshops
Your contact for all matters pertaining to this contract will be Wayne Mackintosh (email
wayne@oerfoundation.org)
4. Payment and invoices
4.1 We will pay to you in respect of the provision of the services as set out above according at
the following rates:
USD800 per prior approved online Learning4Content workshop, invoiced in arrears.
On receipt of an invoice (for each instalment).
The invoice should reference this contract, and contain the name and address of the
payee, the fee due under the contract, payee’s bank name, bank address, bank number,
account name, account number and bank swift code to facilitate the transfer of funds.
We will arrange payment by direct wire transfer of as per fee structure contained herein.
If the Provider fails to deliver any or all services as specified in Section 3 within the time
period(s) specified in the contract, we reserve the right to amend the fee due under the
contract by mutual negotiation.
5. Reporting Procedures
5.1. The Provider will report to OERF every quarter on the status of the above mentioned
activities. The report should take the format of a brief email covering:
conduct of activities since last report;
schedule of activities in the next reporting period; and
issues or problems.
6. Specific terms
6.1 Intellectual Property
As a contractor to OERF any inventions, ideas, know-how and/or techniques relating to
anything developed by you in the course of this Agreement should be licensed under a
Creative Commons Attribution license or software license approved by the Open Source
Initiative where appropriate.
Note: Any claims over interests in a student’s work must be agreed and specified prior to
the students’ engagement in the activity.
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© Otago Education Resource Foundation Ltd
7. Standard Terms
As the sole shareholder of the OERF, Otago Polytechnic's standard Terms for Acquiring Services
are attached as Appendix 1 and form part of this Agreement. If there is any inconsistency
between those terms and the terms set out above then the terms set out above prevail.
To indicate your acceptance of this task and the associated terms and conditions, please sign this
letter where indicated and return a signed copy to OERF using facsimile number +64 3 471 6869.
SIGNATURES
Signed for and on behalf of )
the Open Education )
Resource Foundation Ltd ) 29 October 2010
Dr Robin Day
Board of Directors
Signed by Randy Fisher, )
Consultant )
)
Signature Date
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© Otago Education Resource Foundation Ltd
Standard Terms for Acquiring Services
1 Services
1.1 All services must be carried out with care
and skill to a professional standard, and
meet the purposes and requirements of
Otago Polytechnic. The Supplier must
ensure that the services are carried out in
accordance with all legal requirements and
the Otago Polytechnic's rules and directions.
1.2 The Supplier must conform to the Health and
Safety policy and procedures of the Otago
Polytechnic wherever relevant.
2 Confidentiality
2.1 This Agreement is confidential to Otago
Polytechnic and the Supplier. Both agree
not to disclose its contents to anyone except
with the prior written consent of the other.
2.2 All trade and professional secrets supplied to
the Supplier by Otago Polytechnic remain
the property of Otago Polytechnic. Otago
Polytechnic and the Supplier agree not to
disclose to anyone any confidential
information which may be revealed by one to
the other for the purpose of carrying out this
Agreement.
3 Relationship
Nothing contained in this Agreement
constitutes Otago Polytechnic or the
Supplier as the agent, legal representative,
partner, joint venturer or employee of the
other. Neither of them has the right to bind
the other in any way.
4 Rights to inventions and developments
Any inventions, ideas, know-how and/or
techniques relating to anything developed by
Otago Polytechnic, the Supplier, or both of
them, in the course of this Agreement are
the property of the developer or developers.
1 5 Goods and Services Tax
2 All prices and charges are expressed in
New Zealand currency, unless otherwise
stated in this Agreement, and any
Government imposed levies, surcharges or
taxes are additional to the prices stated.
6 Ending this Agreement
6.1 Otago Polytechnic may end this Agreement
by giving 7 days notice in writing to the
Supplier if the Supplier breaches any term of
this Agreement and fails to remedy the
breach within 7 days after receiving notice in
writing from Otago Polytechnic requiring the
breach to be remedied.
6.2 In the case of a breach of Health and Safety
policy, procedure, legislation or regulations
then the Otago Polytechnic may terminate
the agreement immediately.
6.3 The ending of this Agreement is without
prejudice to any other rights and remedies of
Otago Polytechnic arising out of any default
which occurs before the end of the
Agreement.
7 Waiver
No waiver of any breach of this Agreement is
deemed to be a waiver of any other or any
subsequent breach. The failure of Otago
Polytechnic to enforce any provision of this
Agreement at any time is not a waiver of this
provision.
8 Assignment
Neither party may assign its rights under this
Agreement without the prior written consent
of the other.
9 Each term separately binding
Each term of this Agreement is separately
binding. If for any reason Otago Polytechnic
cannot rely on any term, all other terms
remain binding.
10 Choice of law and choice of forum
10.1 This Agreement is made in New Zealand
and its construction, validity and
performance is determined under New
Zealand law. Any dispute, which is to be
litigated, is to be submitted to a New
Zealand court.
10.2 It is agreed that for the purposes of
determining the Court at which any action
shall be heard that any such cause of action
is deemed to have arisen at the Dunedin
office of Otago Polytechnic with the intent
that all legal proceedings concerning this
Agreement shall be commenced and heard
at the District Court or High Court at
Dunedin.
11 Entire Agreement
This Agreement constitutes the entire
agreement between Otago Polytechnic and
the Supplier.
