Types of Agreement

Agreement of the contractual and financial arrangements for collaboration, confidential to the Senior Management both of Leeds Metropolitan University and name of collaborating body 1 This Agreement is made between: LEEDS METROPOLITAN UNIVERSITY whose principal place of business is at The Grange, Headingley Campus, Beckett Park, LEEDS, LS6 3QS (the University) and NAME OF COLLABORATING BODY whose principal place of business is at address, postcode (the Collaborating Body) 2 This Agreement is conditional upon the academic arrangements and obligations, as set out in the Memorandum of Collaboration dated date, being met and on the course registering at least the agreed minimum number of students/student modules (delete as appropriate) (see clause 4). Student Cohorts This Agreement relates to X intake(s) (the Intake(s)) (indicate the number and delete as appropriate) on: Name of scheme/course (the Course) in month year, month year and month year (specify all intakes to be covered) The period of study of each Intake shall be number of years or months (as appropriate). This Agreement shall be effective from day month year (the Commencement Date) and shall terminate on day month year (the Termination Date). This Agreement supersedes the earlier Agreement of date with effect from insert date. Students continuing from year shall come under this Agreement. N.B. The contract should cover at least the full registration period of a cohort, e.g. 2 years for full-time Foundation Degree and 3 years for fulltime Honours Degree. Full-time and part-time cohorts should be covered by separate contracts (delete this note). 3 D:\Docstoc\Working\pdf\0112e4b0-9d72-42c6-b92a-d98c923fcbf0.doc 1 4 Student Numbers The minimum number of registrations on the Course on the Intake/overall (delete as appropriate) shall be number of students/student-modules (delete as appropriate) and the maximum number shall be number of students/studentmodules (delete as appropriate). These registrations are in full-time/parttime/sandwich (delete as appropriate) mode. The Course shall not run/have an Intake (delete as appropriate) with fewer than the minimum or more than the maximum unless a further agreement is made. 5 Recruitment Arrangements The University/Collaborating Body (delete as appropriate) shall be responsible for all publicity relating to the Course. Any publicity material prepared by the Collaborating Body shall be submitted to the University for written approval in advance of it being used. Grant of such approval shall not be unreasonably withheld or delayed. All publicity material shall comply with applicable local regulations. Recruitment shall be the responsibility of the University/the Collaborating Body (delete as appropriate). 6 Registration Arrangements The Collaborating Body (delete if appropriate) and the University shall implement the University's documented procedures for registering students under a collaborative agreement. The students shall be registered and enrolled as students of the University. The Collaborating Body shall not be authorised to register or enrol and students on the Course. Students shall not be described for any purpose as registered or enrolled by the Collaborating Body. All tuition fees and registration fees (registration fees are charged only for external awards) shall be paid to the University in full. The University shall receive any grants associated with these students, where applicable. The University/Collaborating Body (delete as appropriate) shall make payments to the Collaborating Body/University (delete as appropriate) as detailed in this Agreement. 7 Tuition Fees Tuition fees for Home (including EU) full-time/part-time students in academic year shall be £amount per student/15-credit student module (amend/delete as appropriate). Tuition fees for Overseas (non-EU) full-time/part-time students in academic year shall be £amount per student/15-credit student module (amend/delete as appropriate). (If in any doubt, the Collaborating Body must check with the University an individual student’s fee status. The Collaborating Body shall be liable to the University for any shortfall in tuition fees due from a student that proves to be D:\Docstoc\Working\pdf\0112e4b0-9d72-42c6-b92a-d98c923fcbf0.doc 2 uncollectible due to the Collaborating Body misinforming the student about her/his fee liability.) Registration fees shall be £amount per student commencing in year (only for external awards – delete as necessary). All tuition fees and registration fees (registration fees are charged only for external awards) shall be paid to the University in full. The University shall receive any grants associated with these students, where applicable. The University/Collaborating Body (delete as appropriate) shall make payments to the Collaborating Body/University (delete as appropriate) as detailed in this Agreement. The Collaborating Body shall be responsible for the collection of all tuition fees in full. All tuition fees shall be paid to the Collaborating body. The Collaborating Body shall make payments to the University as detailed in this Agreement (amend/delete as appropriate). For each subsequent year the University shall send the Collaborating Body an updated Agreement in order to advise of fee arrangements. Should the University's Board of Governors alter its higher education fee policy for future years, the University shall notify the Collaborating Body in writing. 8 Payments from the University to the Collaborating Body The University shall pay the Collaborating Body 70% of the total combined payment received by the Higher Education Funding Council for England (Hefce) and tuition fees received for each student enrolled on the Course. Payment shall always be calculated on the basis of the total number of 15-credit studentmodules delivered by the Collaborating Body. This Agreement relates to the minimum and maximum number of student-modules and the equivalent number of students. The detailed basis of the calculation of payments from the University to the Collaborating Body is shown in Annexe 1 to this Agreement (the Annexe). The University shall pay the Collaborating Body the amounts per 15-credit student-module for students with different fee statuses and modes of study for the academic year(s) as illustrated in the Annexe. Payment shall be made by the University within 28 days of receipt of an invoice from the Collaborating Body. The invoice is to be received by the University by no later than 31 May of each academic year in which this Agreement is valid and effective for the total number of student-modules delivered by the Collaborating Body during the academic year commencing the previous September in respect of students still registered and enrolled one calendar month prior to the date of invoice. In instances where the University does not receive a Hefce teaching grant for a student, the University shall only pay the Collaborating Body 70% (or other percentage, as agreed with Planning and Registry Services) of the students’ tuition fees received. The actual payment to the Collaborating Body shall be calculated and agreed at the point of invoicing in relation to the actual delivery of 15-credit studentmodules by the Collaborating Body and actual Hefce income, subject to the factors detailed in this Agreement and the Annexe. D:\Docstoc\Working\pdf\0112e4b0-9d72-42c6-b92a-d98c923fcbf0.doc 3 Payments for later years shall be linked to Her Majesty’s Treasury Deflator unless otherwise agreed. The parties shall discuss in good faith any possible actions which may allow one or both of them to take advantage of taxation arrangements, funding or grant aid, but neither party shall be under any obligation to take such action. A single one-off payment of £amount shall be made in the first year in which the minimum number of registrations is achieved (to be deleted if not required). 9 Insurance It shall be the responsibility of the Collaborating Body to ensure that it has appropriate and adequate insurance against any loss, action, claims or demands which may be brought or made against it by any person suffering damage or loss in connection with its activities in carrying out this agreement. The University has the right to request sight of such insurance details at any time during the term of this Agreement and reserves the right to determine whether such insurance is appropriate and adequate. Should the University determine that the insurance is not appropriate or adequate it may terminate the agreement with immediate effect. The Collaborating Body is responsible for all the consequences of the actions of its employees. The Collaborating Body is also responsible for day-to-day discipline of the students whilst they are on the Collaborating Body's premises and for any losses connected with the students' conduct whilst in the Collaborating Body's charge. 10 Intellectual Property Rights All intellectual property rights developed or created pursuant to this Agreement shall be owned by the party that produces them, except where project work may be covered by the intellectual property rights of an individual. Each party agrees to grant a non-exclusive, royalty free licence of such rights to the other party to the extent as may be necessary to carry out the purposes of this Agreement. 11 Confidentiality Neither the University nor the Collaborating Body shall either during or at any time after the expiry of this agreement divulge or allow to be divulged to any person any confidential information of the other party whether or not it is expressed to be "confidential" or "commercial in confidence" which may become known to or in the possession, custody or control of either party as their employees or agents in any manner whatsoever save for (a) the purposes of this Agreement and associated agreements or (b) as may be required to be disclosed by law. 12 Termination of Agreement The Agreement shall continue in place until the Termination Date unless the parties mutually agree to terminate. D:\Docstoc\Working\pdf\0112e4b0-9d72-42c6-b92a-d98c923fcbf0.doc 4 Either party identified within this Agreement may terminate this Agreement by serving six months’ notice in writing to that effect on the other party at any time in the event of: i such termination being necessary to comply with any requirement or direction of any regulatory authority having jurisdiction over the University or the Collaborating Body; there being a material breach of the provisions of the Agreement and a failure to remedy such breach within a reasonable period as stipulated by notice from either party requiring the other to do so. Hence there is a failure relating to academic quality, direction, development or the welfare interests of students; the insolvency of the other party, the making of an administration order or the appointment of a receiver over the other party or its assets. ii iii Both parties agree that in the event of termination being necessary prior to the Termination Date then each party shall use all reasonable endeavours to minimise disruption and inconvenience to students. Any payments pursuant to this Agreement shall be in accordance with clause 14 of this Agreement. 13 Liability In the event of breach or default by either party, the liability to the other is limited up to a maximum amount equivalent to the size of the payment under the agreement or £100,000 (whichever is the lower). In no event shall either party be liable for loss or damages claimed against the other by third parties for any loss of profits (actual or anticipated). 14 Effects of Termination Should the Agreement terminate before the Termination Date the University shall make whatever arrangements are feasible at the time to enable continuing students to complete the Course. Any payment the University is liable to undertake shall be pro-rata from the Commencement Date to the contractual Termination Date. If the University has made a payment prior to the Termination Date and upon the pro-rata calculation an overpayment by the University has occurred, the Collaborating Body shall refund any difference within 28 days of notification. 15 Assignment and Sub-contracting The Collaborating Body shall not, without the prior written consent of the University, sub-let, assign or transfer the Agreement or any part, share or interest in it. 16 Amendment or Variation The terms of this Agreement may only be varied by agreement in writing between persons duly authorised by the parties (other than as provided for in clause 7). D:\Docstoc\Working\pdf\0112e4b0-9d72-42c6-b92a-d98c923fcbf0.doc 5 17 Observation of Legal Requirements The University and Collaborating Body shall carry out the obligations of this Agreement in a manner that conforms with any relevant requirements of the English Law. 18 Renewal The University and the Collaborating Body shall negotiate the possible renewal of this agreement to cover further intakes in month year and beyond. Discussions shall commence/take place (delete as appropriate) in month year. Neither party shall be under any obligation to renew this Agreement beyond the Termination Date. 19 Costs Except as otherwise expressly provided in this Agreement, each party shall pay its own costs of and incidental to the negotiation, preparation, execution and implementation by it of this Agreement and of all other documents referred to in it. 20 Further Assurance Each party shall at its own cost do and execute or procure to be done and execute all necessary acts, deeds, documents and things reasonably within its power to give effect to this Agreement. 21 Third Parties This Agreement does not create any right enforceable by any person not a party to it except that a person who is the successor to or assignee of the rights of a party is deemed to be a party to this Agreement. 22 Data Protection In relation to all personal data, the parties shall at all times comply with all relevant regulations with regard to data protection and data privacy including the European Directive 95/46/EC as a data controller if necessary, including maintaining a valid and up to date notification under any relevant regulations covering the data processing to be performed in connection with this Agreement. 23 General The failure to exercise or delay in exercising a right or remedy under this Agreement shall not constitute a waiver of the right or remedy or a waiver of any other rights or remedies and no single or partial exercise of any right or remedy under this Agreements shall prevent any further exercise of the right or remedy or the exercise of any other right or remedy. D:\Docstoc\Working\pdf\0112e4b0-9d72-42c6-b92a-d98c923fcbf0.doc 6 24 Governing Law and Jurisdiction This Agreement is governed by, and shall be construed in accordance with, English law. The courts of England shall have exclusive jurisdiction to hear and determine any suit, action or proceedings, and to settle any disputes, which may arise out of or in connection with this Agreement. 25 Signatures For Leeds Metropolitan University Signature Name in Capitals Post Date ………………………………………………….. STEVE DENTON Pro-Vice-Chancellor, Registrar and Secretary ………………………………………………….. For name of collaborating body Signature Name in Capitals Post Date ………………………………………………….. NAME Post ………………………………………………….. D:\Docstoc\Working\pdf\0112e4b0-9d72-42c6-b92a-d98c923fcbf0.doc 7 Annexe 1 BASIS FOR THE CALCULATION OF PAYMENTS FROM THE UNIVERSITY TO THE COLLABORATING BODY FOR 2009/10 Information for reference The Higher Education Funding Council for England (Hefce) has a notion of assumed fee income when calculating the total income for a student: All Full-time or sandwich undergraduate courses Placement year, undergraduate Full-time postgraduate Part-time undergraduate Part-time postgraduate £1285 per student £640 per student £3947 £1280 per FTE £3947 per FTE £3947 Base price per weighted full-time-equivalent (FTE) student: The grant parameters within the contract are subject to confirmation from Hefce when the University receives its grant letter. Any further adjustments shall be made on receipt of confirmation from Hefce. The University shall inform the Collaborating Body, at the earliest opportunity, of any changes to the parameters contained within the Agreement. Withdrawal of funding for equivalent or lower qualifications (ELQs) In September 2007 the Government announced that it was withdrawing state funding, from 2008/09, for students undertaking an award at an equivalent or lower level to an award they already hold. In instances where the University does not receive a Hefce teaching grant for a student, as a result of the student being determined as an ELQ, the University shall pay the Collaborating Body 70% of the student’s tuition fee only. Calculation of payment to the Collaborating Body Step 1 – Calculate Hefce grant per 15-credit student-module Hefce grant per FTE = (£3947 x (price group weight x flexible study weighting / (*1.25 if “long”))) – (assumed fee) To convert this to grant per 15-credit student-module:   divide Hefce grant per FTE by 8 for undergraduates (120 credit points total) divide Hefce grant per FTE by 12 for postgraduates (180 credit points total) D:\Docstoc\Working\pdf\0112e4b0-9d72-42c6-b92a-d98c923fcbf0.doc 8 This produces the following grants (£) per 15-credit student-module: Hefce price group Type of course B (weight 1.7) 694 694 381 695 695 381 C (weight 1.3) 497 497 216 497 497 216 D (weight 1.0) 364 349 93 349 349 93 FT/SW undergraduate FT/SW foundation degree FT postgraduate long PT undergraduate PT foundation degree PT postgraduate long (Please seek advice from Planning and Registry Services regarding any other cases, e.g. sandwich year out.) Step 2 – Actual fee per 15-credit student-module If the fee is modular, simply use the modular fee at 15 credit points. If the fee is non-modular and includes a bursary or discount, i.e. fee per head per annum, you need to estimate the average module uptake and convert to a 15-credit modular fee, via the following formula: (Fee per student per annum – bursary or discount) / (Average number of modules per student per annum) Where the University provides a student with a bursary or discount to her/his tuition fee, upon meeting the bursary or discount criteria, the bursary or discount shallbe taken into consideration in the calculation of payment to the Collaborating Body. Step 3 – Calculation of total income per student-module The actual income per student-module is the sum of the grant per student-module and the actual fee per student-module. (Hefce grant + modular fee) x number of students on the module Step 4 – Calculation of 70% of total income per student-module The Collaborating Body shallnormally receive 70% of the income in relation to the course components actually delivered by the Collaborating Body. It is therefore necessary to calculate 70% of the actual income per 15-credit student-module. (((Hefce grant + modular fee) x number of students on the module) x 70%) Step 5 – Indicative calculation of total payment to the Collaborating Body The precise number of modules undertaken shallneed to be calculated and agreed at the point of invoicing. However, the indicative calculation at this point shallbe: D:\Docstoc\Working\pdf\0112e4b0-9d72-42c6-b92a-d98c923fcbf0.doc 9 Hefce grant + modular fee x average number of modules per student per annum x number of students on the module x 70%  In certain cases it may not be possible to count easily the total number of credits delivered by the Collaborating Body. For instance, the Collaborating Body may be delivering only the practical elements associated with a particular module. In these cases, credit points shallbe calculated on the basis of notional student study hours at the nationally agreed rate of 10 student study hours = 1 credit point. This is then translated into student-modules on the basis of 15 student-credits = 1 student-module. So, for instance, if the notional student-study hours per student for elements delivered by the Collaborating Body are 480 hours per student, this equates to 48 credits per student, which is equivalent to 3.2 modules per student. If there is a cohort of 30 students, this gives a total of 96 student-modules. Having made this calculation of student-modules, multiply by payment to the Collaborating Body per student-module above. Step 6 – Additional payments to the Collaborating Body In certain cases it may be agreed that a special additional payment may be made to the Collaborating Body, for example to cover the purchase of equipment, or the hire of rooms. Actual payment to the Collaborating Body Table 1 below provides an illustration of indicative payments from the University to the Collaborating Body, based on the calculations outlined in this Annexe. It should be noted, however, that the actual payment to the Collaborating Body shall be calculated and agreed at the point of invoicing in relation to the actual delivery of 15-credit student-modules by the Collaborating Body and actual Hefce income, subject to the factors detailed in this Annexe and the Agreement. D:\Docstoc\Working\pdf\0112e4b0-9d72-42c6-b92a-d98c923fcbf0.doc 10 Table 1 – Illustration of calculations for payments from the University COLLABORATING BODY Enter name of award (double-click on the table to enter figures) Home Full-time New Student fee (per credit point for PT students) Avg no. of modules per student per annum HEFCE grant per student-module Actual fee per student module Total income per student module 70% of total income per student-module Number of students Avg no. of modules per student delivered by the College Likely number of student-modules Indicative standard payment to the College FEE 8 GRANT #VALUE! #VALUE! #VALUE! NUMBER 8 #VALUE! #VALUE! Continuing FEE 8 GRANT #VALUE! #VALUE! #VALUE! NUMBER 8 #VALUE! #VALUE! Part-time New FEE 4 GRANT #VALUE! #VALUE! #VALUE! NUMBER 4 #VALUE! #VALUE! Continuing FEE 4 GRANT #VALUE! #VALUE! #VALUE! NUMBER 4 #VALUE! #VALUE! New FEE 8 £0.00 #VALUE! #VALUE! #VALUE! NUMBER 8 #VALUE! #VALUE! Full-time Continuing FEE 8 £0.00 #VALUE! #VALUE! #VALUE! NUMBER 8 #VALUE! #VALUE! Overseas Part-time New FEE 4 £0.00 #VALUE! #VALUE! #VALUE! NUMBER 4 #VALUE! #VALUE! Continuing FEE 4 £0.00 #VALUE! #VALUE! #VALUE! NUMBER 4 #VALUE! #VALUE! Special payments to the College £0.00 £0.00 £0.00 £0.00 £0.00 £0.00 £0.00 £0.00 Indicative payment to the College per mode #VALUE! #VALUE! #VALUE! #VALUE! #VALUE! #VALUE! #VALUE! #VALUE! Indicative total payment to the College #VALUE! D:\Docstoc\Working\pdf\0112e4b0-9d72-42c6-b92a-d98c923fcbf0.doc 11