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					                                                           Quality Handbook


      AQH-I2-2 Collaborative Provision Agreement
      Template for Overseas Partner
      Version 4.0 April 2011



      Version History




Version      Occasion of          Change         Date of        Modifications made
             Change               author         modification
1.0          Original placed in   S Sutcliffe    September      1.1 ref. to Unversity model
             Academic Quality                    2008           6.1 Programme Admin &
             Handbook                                           management
                                                                18.1 Insurance
                                                                20.1 Equality & Diversity
                                                                22.1 Criminal Records
2.0          Contract reviewed    S Patience     August 2010    Contract reviewed and name
             and approved by                                    changed from Memorandum of
             Academic Board                                     Agreement to Collaborative
             July 2010.                                         Provision Agreement.

3.0          Review               D Golding      January 2011   Annexe 4 amended to remove
                                                                reference to Manor Quay
4.0          Requested by Exec    S Sutcliffe    April 2011     Change of university signatories
                                                                And updated Annexe 3 Financial
                                                                Schedule




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                 COLLABORATIVE PROVISION AGREEMENT


                                      BETWEEN

                         UNIVERSITY OF SUNDERLAND

                                           AND

                                           NAME




                            OVERSEAS OPERATIONS




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                               UNIVERSITY OF SUNDERLAND
COLLABORATIVE PROVISION AGREEMENT - OVERSEAS OPERATIONS

THIS AGREEMENT is made between:

       1)      University of Sunderland, 4th Floor Edinburgh Building, Chester
               Road, Sunderland SR1 3SD (the “University”)

       and

       2)      Name and address. (the “Partner”)


1.     OBJECTIVE OF THE AGREEMENT

1.1    This Agreement applies to any and all programmes delivered with the
       Partner at the Partner’s premises at ……………… under the
       University's model of collaboration as stated at clause 6 below only.

1.2    The Agreement sets down the operational, managerial, quality
       assurance and relevant contractual requirements for the delivery of
       part-time/full-time programme(s) of study as set out in the Programme
       Schedule at Annexe 1 (hereinafter referred to as the “Programme”)
       between the Partner and the University leading to the award(s) as
       stated in Annexe 1. The Programme(s) listed in Annexe 1 are subject
       to an approved Programme Specification and the arrangements for its
       operation have been validated and approved by the Academic Board of
       the University. No Programme may be delivered prior to such validation
       and approval. The University will provide the Partner with an amended
       Annexe 1 each time a new Programme is added to the Programme
       Schedule.

1.3    The terms and conditions of this Agreement apply to each and every
       Programme added to the Programme Schedule at Annexe 1 by the
       University during this Agreement.

2.     DEFINITIONS

2.1    In this Agreement, unless the context requires otherwise, the following
       words and phrases shall have the following meanings:

       2.1.1 “Agreement” means this Agreement, its Annexes and any
             subsequent amendments, variations or continuations of this
             Agreement for provision of the Programme.




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       2.1.2 “Confidential Information” means all information in respect of the
             business of each party including, without prejudice to the
             generality of the foregoing, any ideas; business methods;
             finance; prices; business, financial, marketing, development or
             manpower plans; customer and/or student lists or details;
             computer systems and software; products and services, including
             but not limited to know-how or other matters connected with the
             Agreement; and information concerning each party’s relationship
             with actual or potential clients, customers, students and suppliers
             and the needs and requirements of that party and of such
             persons.

       2.1.3 “Finance Schedule” means the Finance Schedule(s) issued
             annually by the University to the Partner in the format as
             attached at Annexe 3 in relation to each Programme listed in
             Annexe 1.

       2.1.4 “Force Majeure” means any cause preventing a 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, without
             limitation, strikes, lockouts or other industrial disputes, protests,
             act of God, war or national emergency, an act of terrorism, riot,
             civil commotion, malicious damage, compliance with any law or
             government order, rule, regulation or direction, breakdown of
             plant or machinery, utilities failure, fire, explosion, flood, storm,
             epidemic or default or delays of suppliers or sub-contractors.

       2.1.5 “Intellectual Property” means any patent, patent application,
             know how, trade mark, service mark, trade name, registered
             design, copyright, moral right, design right, database right, semi
             conductor topography right or any other industrial or commercial
             right including any application for registration or protection of any
             of the same anywhere in the world.

       2.1.6 “Operations Manual” means the operations manual developed by
             the University for the Programme (as in force and amended from
             time to time) and provided to the Partner and as referred to in
             Annexe 2. The Operations Manual may be amended from time to
             time by the University and the Partner will be notified accordingly
             of any such amendments.

       2.1.7 “Personal Injury” includes without limitation sickness, injury and
             death.


       2.1.8 “Programme Specification” means the specification for the
             Programme approved by the University..       The Programme
             Specification may be amended from time to time by or with the



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               approval of the University and any such amended version will
               replace the earlier version.

2.2    The use of headings in this Agreement shall be for convenience only
       and shall not affect the interpretation of any part of this Agreement.

2.3    Reference to any legislative and statutory requirement or similar
       instrument shall be deemed to include reference to any subsequent
       amendment to or enactment of them.

2.4    Words importing the singular shall include the plural and vice versa and
       words importing one gender shall include any gender.

2.5    The expression “person” and words importing “persons” shall include
       individuals, bodies’ corporate or unincorporated, authorities and/or other
       legal entities.

3      PERIOD OF THE AGREEMENT

3.1    This Agreement commences on date (“the Effective Date”) and will
       expire on date unless it has been agreed in writing between the parties
       to extend the term of this Agreement or it has been terminated earlier in
       accordance with clause 13 below. If this Agreement is entered into
       after the Effective Date, it will apply retrospectively to obligations
       performed under this Agreement on or after the Effective Date.

3.2    The University will review the performance of the Partner under this
       Agreement before agreeing to renew the Agreement, prior to its expiry
       as above. The University is under no obligation to renew the Agreement
       after its expiry and further may terminate this Agreement at any time
       during the term in accordance with clause 13 below if it considers that
       the Partner is not performing its obligations under this Agreement to the
       University’s satisfaction.

3.3    Subject to clause 3.2 above, this Agreement may be extended or
       renewed by the written agreement of both parties prior to its expiry.

4      THE OBLIGATIONS OF THE PARTNER

4.1    The Partner agrees to faithfully, diligently and with reasonable care and
       skill perform the rights, obligations and responsibilities identified for it
       under this Agreement and its Annexes and to exercise such powers
       consistent with them which are from time to time necessary in
       connection with the delivery of the Programme.

4.2    The Partner agrees to carry out its rights, obligations and
       responsibilities in accordance with any guidance or procedures as
       notified by the University relating to best practice and will provide such
       accommodation, facilities and resources as necessary to support the
       delivery of the Programme.


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4.3    The Partner acknowledges the rights, obligations and responsibilities of
       the University in relation to delivery of the Programme as identified in
       this Agreement and its Annexes and agrees to provide the University
       with all reasonable information and assistance as is necessary to
       enable the University to perform its rights, obligations and
       responsibilities under this Agreement and its Annexes.

4.4    The Partner agrees to keep such records relating to the Programme
       and any students enrolled to the Programme as shall be notified to it
       from time to time by the University including without limitation up-to-
       date records of students’ addresses and contact information and make
       such records available to the University and on demand.

4.5    The Partner will ensure at all times to hold such licence or licences or
       other approvals as required from time to time by local law for the
       purposes of operating its business within that law and will provide a
       copy of such licence or licences or approvals to the University upon
       request. Failure to hold and/or provide a copy of such current licence
       or approval will be considered by the University as a breach of this
       Agreement that could lead to its termination.

5      THE RIGHTS AND OBLIGATIONS OF THE UNIVERSITY

5.1    The University agrees to perform the rights, obligations and
       responsibilities identified for it under this Agreement and its Annexes in
       relation to delivery of the Programme.

5.2    The University will retain full academic control in relation to delivery of
       the Programme and its judgment will be final in relation to all academic
       matters.

5.3    The University will provide the Partner with all reasonable information
       and assistance as is necessary to enable the Partner to perform its
       rights, obligations and responsibilities under this Agreement and its
       Annexes.

6      PROGRAMME ADMINISTRATION AND MANAGEMENT

6.1    The Programme will be delivered at the Partner’s Premises in
       accordance with the University’s model of collaboration as identified for
       that Programme in Annexe 1 and as set out in Annexe 2. Annexe 2 as
       attached to this Agreement sets out the model of collaboration for the
       current Programme under this Agreement. Where Programmes are
       added to the Agreement operating under different models of
       collaboration, additional versions of Annexe 2 (for example as Annexe
       2A etc) will be provided by the University to the Partner as appropriate
       for such Programmes.




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6.2    The provisions for programme administration and management and
       quality assurance of the Programme are included in Annexe 2 and may
       be amended from time to time by the University.

6.3    The parties agree to abide by the provisions of the Annexe 2 as
       applicable to the Programme and the Operations Manual in performing
       their obligations under this Agreement.

6.4    The Partner acknowledges the overriding responsibility of the University
       for the continuing quality assurance of the Programme and its
       composite modules and that the University may, entirely at its own
       discretion, at any time determine that the Programme or any of its
       modules be suspended or terminated should it no longer meet the
       University’s quality assurance requirements.

6.5    It is a fundamental condition of this Agreement that the Programme is
       taught and assessed in English and the Partner agrees to comply fully
       with this provision.

7      AWARD PARCHMENT

7.1    The award parchment produced for successful students of a
       Programme by the University shall state that the student has been
       awarded the award as stated in Annexe 1 for that Programme. The
       location of study and, where the Partner is an overseas institution, the
       fact that the programme was taught and assessed in English shall be
       recorded on the accompanying transcript and the award parchment
       shall make reference to that transcript.

7.2    In the event of the introduction of any new requirements in the future by
       the Quality Assurance Agency or any body with jurisdiction over the
       overseas/UK (as appropriate) collaborative activities of the University,
       the University reserves the automatic right to implement amendments to
       the parchment. Any such amendments will not retrospectively affect
       students already registered to a current Programme prior to the
       implementation of the amendments unless the bodies concerned take
       statutory powers to that effect.

8      FINANCIAL ARRANGEMENTS

8.1    Financial arrangements in respect of fees, funding and inter-party
       payments for each Programme under this Agreement are as set out in
       the Finance Schedule to be issued by the University in the format as
       shown in the model Finance Schedule attached at Annexe 3. The
       Finance Schedule(s) will be reviewed and re-issued annually by the
       University to the Partner throughout the term of this Agreement and the
       University reserves the right to make such amendments as it deems
       necessary at each annual review.




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8.2    Save as set out in the Financial Schedule(s), neither party shall have
       the authority to incur any financial or other obligation on the part of the
       other party without the prior consent in writing of the other party.

9      INTELLECTUAL PROPERTY

9.1    Any and all Intellectual Property existing in any information, materials or
       any other format provided by the University to the Partner for the
       purposes of performing this Agreement remains the property of the
       University and no rights or licences to use such Intellectual Property are
       granted or implied to the Partner by virtue of this Agreement save that
       the Partner may use such Intellectual Property only to the extent
       required to deliver the Programme under this Agreement and only for
       the duration of this Agreement.

9.2    Any Intellectual Property rights in documents or products or materials
       developed by the University under this Agreement shall be the property
       of the University.

9.3    Any Intellectual Property rights in documents or products or materials
       developed by the Partner under this Agreement shall be the property of
       the Partner.

9.4    Any Intellectual Property rights in documents or products or materials
       developed jointly by the Parties to the extent that it is not possible to
       separate each Party’s contribution will be owned jointly by the Parties.
       Where a Party wishes to independently commercially exploit such jointly
       owned Intellectual Property outside of this Agreement it may only do so
       with the prior written consent of the other party which will include an
       agreement to pay the other party a fair and reasonable sum from any
       revenue earned in recognition of the other party’s input.

9.5    Where any Intellectual Property is generated by a party under this
       Agreement that party agrees that the other party may use such
       Intellectual Property as is necessary for the delivery of the Programme
       under this Agreement for the duration of this Agreement but for no other
       purpose.

9.6    The parties agree that any Intellectual Property rights in documentation
       or products developed solely by any student in connection with or whilst
       participating in the Programme shall be the property of the student.
       Where the documentation or products are developed jointly between
       any student and either party, that party and the student shall agree
       between them the ownership of any Intellectual Property rights.

10     CONFIDENTIALITY

10.1   All Confidential Information and any other information and/or materials
       supplied by one party (the “Disclosing Party”) to the other party (the
       “Receiving Party”) under this Agreement is to be treated as confidential


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       by the Receiving Party, and their respective employers and agents,
       unless agreed for disclosure by the Vice-Chancellor/Principal/Chief
       Executive of the Disclosing Party. Save where required to be disclosed
       pursuant to any law, regulation or the order of any Court of competent
       jurisdiction, the Receiving Party agrees not to use any such Confidential
       Information or other information and/or material of the Disclosing Party
       except in delivery of the Programme under this Agreement and agrees
       not to disclose the same to any third party without first obtaining the
       Disclosing Party’s prior written consent.

10.2   At the end of the Agreement, the Receiving Party will immediately deliver
       to the Disclosing Party all materials, records, databases, documents and
       other papers that are in the Receiving Party’s possession, custody or
       control and that are the Disclosing Party’s property, or that otherwise
       relate to the Disclosing Party’s business, and the Receiving Party will not
       retain any copies.

11     HEALTH AND SAFETY

11.1   In performing their respective obligations under this Agreement, the
       parties agree to comply with all relevant requirements relating to health,
       safety and welfare at work, whether contained in legislation or
       otherwise, that exist in the country in which the Programme is delivered.

11.2   The Partner will be responsible for the health, safety and welfare of the
       students registered to the Programme when they are on the Partner’s
       Premises and will ensure that all such students are made aware of its
       regulations and procedures relating to health, safety and welfare.

12.    AMENDMENT

12.1   No variation or amendment of this Agreement will be effective unless it
       is made in writing and signed by both parties. Where amendment is
       proposed, the University reserves the right to consider such proposal in
       the context of a validation/approval event; the form of which shall be
       determined by the University.

13.    TERMINATION

13.1   This Agreement will terminate automatically on XXXXXX unless it has
       been agreed in writing between the parties to extend the Agreement or
       it has been terminated earlier in accordance with clauses 13.2 to 13.6
       below.

13.2   Either party may terminate this Agreement with immediate effect by
       giving notice to the other if:

       13.2.1 the other is in breach of any provision of this Agreement and (if it
              is capable of remedy) the breach has not been remedied within



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               30 days after receipt of written notice specifying the breach and
               requiring its remedy; or

       13.2.2 the other becomes insolvent, or if an order is made or a
              resolution is passed for its winding up (except voluntarily for the
              purpose of solvent amalgamation or reconstruction), or if an
              administrator, administrative receiver or receiver is appointed
              over the whole or any part of the other’s assets, or if the other
              makes any arrangement with its creditors.

13.3 The Partner shall immediately inform the University in writing of any
     proposal or negotiations which may or will result in a merger, take-over,
     change of control, change of name or status of the Partner. A change
     of control shall mean in the case of a partnership if as a result of the
     proposal more than 50% of the partners in that partnership shall cease
     to be partners or those partners who were partners in the partnership
     prior to the change will cease to be 50% or more of the partners in the
     partnership. The Partner shall comply with any request by the
     University for information arising from this condition. Where there is a
     change of control of the type referred to in this clause and the
     University has not agreed in advance in writing to the particular change
     of control, the University may terminate this Agreement by giving the
     Partner one (1) month’s notice in writing.

13.4   Either party may terminate this Agreement at any time for any reason
       on giving the other party twelve (12) months notice in writing. Within 14
       days of receipt of such notice (by either party as the case may be), the
       University will notify the Partner in writing of the last available intake
       date for a cohort of students to commence the Programme under this
       Agreement. The Partner will not allow any student or cohort of
       students to commence the Programme beyond this last intake date and
       for the avoidance of doubt the provisions of clause 13.9 below will not
       apply to any students which the Partner may attempt to enrol beyond
       the last intake date.

13.5   If either party is incompetent, guilty of gross misconduct and/or any
       serious or persistent negligence or breach of its obligations under this
       Agreement, the other party shall have the right to terminate the
       Agreement forthwith by notice in writing to the party in breach.

13.6   If the Partner fails to operate a Programme within two years of the
       commencement of this Agreement, or ceases to offer either the
       Programme or modules contained therein for a period of two years, or
       fails to meet the minimum cohort for the Programme as defined in the
       Finance Schedule, then the Agreement may be deemed by the
       University to be suspended pending re-approval in relation to that
       Programme but will continue in respect of all other current Programmes
       in operation. In such circumstances, the Partner is expressly prohibited
       from offering such Programme until re-approval has been obtained.
       The terms of the re-approval will be determined by the University, which


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       may include a further visit to the Partner's Premises, gathering of new
       information on resources and the financial stability of the Partner.

13.7   For the avoidance of doubt, any act or omission by the Partner which
       has the effect or the potential to bring the University into disrepute may,
       at the sole discretion of the University, be considered to be serious
       negligence or breach under clause 13.5 above.

13.8   Paragraphs 4.4, 8.2, 9, 10, 11, 13.8, 13.9 and 15 to 22 will survive the
       termination or expiry of this Agreement for any reason and continue
       indefinitely.

13.9   Where this Agreement is terminated prior to its expiry and other than on
       grounds of Force Majeure:

       13.9.1 the parties agree, subject to the discretion of the University, to
              ensure that students already enrolled on the Programme prior to
              the date of termination shall be given opportunity to complete the
              Programme within the normal prescribed period and the Partner
              agrees to co-operate with the University so as to ensure that any
              such students are enabled to complete the Programme; and,

       13.9.2 where 13.9.1 applies, the obligations of both parties shall be
              carried out in all aspects in accordance with the terms of this
              Agreement as applicable prior to termination, save and except
              that no new students shall be admitted to the Programme.

14.    FORCE MAJEURE

14.1   If the performance of either party of any of its obligations under this
       Agreement is delayed or prevented by any event of Force Majeure, that
       party will not be in breach of this Agreement because of that delay in
       performance. However, if the delay in performance is more than 3
       months, the other party may terminate this Agreement with immediate
       effect by giving written notice and in such circumstances the parties
       agree that any current students will be refunded any fees paid in
       advance for the Programme on a pro rata basis according to the
       proportion of the course which each student has already attempted.

15.    UNIVERSITY NAME & LOGO / PUBLICITY MATERIAL

15.1   The Partner may not use the name and/or logo(s) of the University for
       any purpose other than as expressly permitted under this Agreement
       and only in accordance with the provisions of 15.2 and 15.3 below.

15.2   Where use of the University’s name and/or logo is envisaged by the
       Partner, prior approval shall be required from the University.
       Authorisation to use the University name and/or logo does not imply
       right of exclusive use. It does not permit the Partner to appropriate the




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       University name and/or logo, whether by registration or by any other
       means.

15.3   Where authorisation to use the University name and/or logo is given to
       the Partner, such use must only be in the format expressly stated by
       the University when providing the name and/or logo and only for the
       permitted duration. Any use outside of the use that has been
       authorised will result in immediate suspension or termination of such
       authorisation and may be considered by the University to be a breach
       of this Agreement which could lead to its termination.

15.4   The Partner agrees to notify the University in advance, and where
       requested provide copies, of any publicity material developed by and/or
       to be used by the Partner to promote the Programme in whatever form
       and on or by whatever medium whether or not the University name
       and/or logo is used in such publicity material. The University reserves
       the right to approve such publicity material if it so wishes prior to it
       being used by the Partner and in such cases the Partner agrees to
       make any such changes as required by the University. The Partner is
       solely responsible for the use it makes of the publicity material and for
       the information contained therein and will indemnify the University and
       keep it fully and effectively indemnified against any and all liability,
       claims or proceedings that arise as a result of the publicity material
       and/or the information contained therein.

16.    LIABILITY & INDEMNITY

16.1   Notwithstanding the provisions of 16.2 and 16.3 below, any and all
       students registered on the Programme by the Partner will at all times
       remain the responsibility in law of the Partner save and to the extent as
       may otherwise be permitted or required by law. Such responsibility
       includes, but is not limited to, the Partner providing adequate public
       liability insurance cover for the students while they are on the Partner’s
       Premises (at least in accordance with clause 17 below).

16.2   Each party to the Agreement shall indemnify the other and keep the
       other at all times fully and effectively indemnified against any loss of or
       damage to any property or Personal Injury of any person (including any
       and all expenses, claims or proceedings of any nature whatsoever)
       caused by any negligent act or omission or wilful misconduct of that
       party, its employees, agents, or sub-contractors.

16.3 Each party to the Agreement shall indemnify the other and keep the
     other at all times fully and effectively indemnified against all losses,
     liabilities and expenses the other may suffer or incur as a consequence
     of any breach or non-observance on its part of any of the provisions of
     this Agreement Provided Always that neither party shall be liable to the
     other for any indirect or consequential damages or losses, or any loss of
     profits, loss of revenue, loss of data, loss of contracts or opportunity
     whatsoever.


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17.    INSURANCE

17.1   The Partner shall carry appropriate insurance(s) with a reputable
       company (or such other provider as is required by local law of the
       country where the Programme is being delivered) covering property
       damage, business interruption and general liability insurance to protect
       its own business interests and to cover its liability arising pursuant to its
       obligations and/or liabilities under this Agreement including without
       limitation insurance against third party loss or damage, fire, theft or
       accidental damage of University property and shall provide evidence of
       its compliance with this clause as the University shall reasonably
       require from time to time.

18.    DATA PROTECTION & DATA SHARING

18.1   The Partner acknowledges that the University is bound under English
       law by the Data Protection Act (1998) (“DPA”) in its handling and
       processing of personal and sensitive data. The Partner agrees to
       ensure that it is familiar with the terms of the DPA and agrees to
       observe similar data protection principles in its handling and processing
       of personal and sensitive data under this Agreement, particularly with
       reference to the transfer of student data to and from the University.
       The parties acknowledge that any failure to observe appropriate data
       protection principles may constitute a breach of this Agreement. In
       particular personal data relating to students:-

       18.1.1 obtained only for one or more specified purposes, shall not be
              further processed in any manner incompatible with that or those
              purposes;

       18.1.2 shall be adequate, relevant and not excessive in relation to the
              purpose or purposes for which they are processed;

       18.1.3 shall be accurate and, where necessary, kept up to date;

       18.1.4 shall not be kept for any longer than is necessary for that
              purpose or those purposes and appropriate technical and
              organisational measures shall be taken against unauthorised or
              unlawful processing of personal data and against accidental loss
              of, destruction of or damage to, personal data;

       18.1.5 shall not be transferred to a country or territory outside the
              European Economic Area unless that country or territory
              ensures an adequate level of protection for the rights and
              freedoms of data subjects in relation to the processing of
              personal data.

18.2   The parties agree to share between them all data relevant to the
       delivery of the Programme. Where the Partner is responsible for


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       registering and/or enrolling students to the Programme, it agrees to
       ensure that all students are aware of (and consent to) the University’s
       Data Sharing Policy and the Education Act Notice as set out in Annexe
       4.

19.    EQUALITY AND DIVERSITY
19.1   The Partner warrants that its own practices and procedures comply
       with all relevant legislation under local law of the country in which the
       Partner operates to promote positive attitudes to difference and to
       prevent unlawful discrimination and will use its reasonable endeavours
       where possible under such local law to comply with the University’s
       Policy on Equality and Diversity (www.sunderland.ac.uk/regulations).
       The Partner agrees to provide such information as is required by the
       University to support its compliance with this clause and agrees to co-
       operate with any investigation by the University or such other
       empowered body under the relevant legislation.

20.    FREEDOM OF INFORMATION

20.1   The Partner acknowledges that the University is subject to the
       Freedom of Information Act 2000 (or as amended from time to time)
       (“the Act”) and that in accordance with its legal duties under the Act the
       University may be required to disclose information relating to this
       Agreement. Where requested, the Partner agrees to provide such
       assistance as the University requests to enable it to comply with its
       duties under the Act.

21.    CRIMINAL RECORDS

21.1   Each party shall be responsible for ensuring that, where required by the
       University and as far as is permissible under local law, any and all of its
       staff who deliver the Programme or any part of it under this Agreement
       receive satisfactory clearance (as determined by the University) in
       relation to criminal records and medical history and where appropriate
       will provide evidence of such clearance to the other party on request. If
       any of the Partner’s staff are unable to provide such clearance, the
       University reserves the right to require the Partner to prevent those
       staff from delivering the Programme or any part of it. The University
       may require the Partner to undertake subsequent clearances during
       this Agreement, but in any event the Partner to is to take steps to
       ensure that such of its staff for whom the clearances have been
       obtained are required to notify it of any circumstances that may affect
       the result of such clearances arising and the Partner is to inform the
       University accordingly.

21.2   Where the Partner is responsible for registering and/or enrolling
       students on the Programme, it agrees to ensure that such students,
       where appropriate, receive satisfactory clearance in relation to criminal
       records and medical history prior to their enrolment on the Programme
       and to provide evidence of such clearance to the University on request.


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       The University may refuse to allow enrolment of any student to a
       Programme who is unable to provide evidence of such clearance.

22.    GENERAL

22.1   Notices: Any notice to be given under this Agreement must be in
       writing to the respective party’s named representatives (until changed
       by notice given in accordance with this paragraph) as follows:

       For the University:

       In relation to this Agreement
       Name:           Professor Julie Mennell
                       Deputy Vice Chancellor

       Address:        University of Sunderland
                       4th Floor Edinburgh Building
                       Chester Road
                       Sunderland
                       SR 1 3SD

       For the Partner:

       In relation to this Agreement
       Name :          XXXXXX
       Position:       ………
       Address:        ………….
                       ………….
                       ………….

22.2   Assignment: Neither party may assign or transfer this Agreement or
       any part of it without first obtaining the written consent of the other
       party.

22.3   Sub-contracting/serial validation: The Partner is expressly prohibited
       from sub-contracting any of its rights, benefits and/or obligations under
       this Agreement. For the avoidance of doubt, this includes but is not
       limited to a prohibition against the Partner sub-contracting the
       Programme validation rights under this Agreement to third parties.

22.4   Illegal/unenforceable provisions: If the whole or any part of any
       provision of this Agreement is void or unenforceable in any jurisdiction,
       the other provisions of this Agreement, and the remaining part of the
       void or unenforceable provision, will continue in force in that
       jurisdiction, and the validity and enforceability of that provision in any
       other jurisdiction will not be affected.

22.5 Waiver of rights: If either party fails to enforce, or delays in enforcing,
     an obligation of the other party, or fails to exercise, or delays in
     exercising, a right under this Agreement, that failure or delay will not


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       affect that party’s right to enforce that obligation or constitute a waiver
       of that right. Any waiver of any provision of this Agreement will not,
       unless expressly stated to the contrary, constitute a waiver of that
       provision on a future occasion.

22.6   Entire Agreement: This Agreement constitutes the entire agreement
       between the parties relating to its subject matter. The parties each
       acknowledge that they have not entered into this Agreement on the
       basis of any warranty, representation, statement, agreement or
       undertaking except those expressly set out in this Agreement. The
       parties waive any claim for breach of this Agreement, or any right to
       rescind this Agreement in respect of any representation which is not an
       express provision of this Agreement. However, this paragraph does
       not exclude any liability which either party may have against the other
       (or any right which either party may have to rescind this Agreement) in
       respect of any fraudulent misrepresentation or fraudulent concealment
       prior to the execution of this Agreement.

22.7   Partnership/Agency: Nothing in this Agreement shall be construed as
       creating a partnership, a contract of employment or a relationship of
       principal and agent between the University and the Partner. Neither
       party has any authority to make any representation or commitment, or
       to incur any liability, on behalf of the other.

22.8   Formalities: Each party will take any action and execute any
       document reasonably required by the other party to give effect to any of
       its rights under this Agreement, or to enable their registration in any
       relevant territory provided the requesting party pays the other party’s
       reasonable expenses.

22.9 Third parties: No one except a party to this Agreement has any right
     to prevent the amendment of this Agreement or its termination, and no
     one except a party to this Agreement may enforce any benefit
     conferred by this Agreement, unless this Agreement expressly provides
     otherwise.

22.10 Governing Law: This Agreement is governed by, and is to be
      construed in accordance with, English law. The English Courts will
      have exclusive jurisdiction to deal with any dispute which has arisen or
      may arise out of, or in connection with, this Agreement, except that
      either party may bring proceedings for an injunction in any jurisdiction.




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Signed on behalf of the University:           Signed on behalf of the Partner:


……………........................                 ………………………….
Professor Peter Fidler                        Name
Vice Chancellor and Chief Executive           Position
University of Sunderland                      Partner name

Date: ……………………                                Date: ...........................




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                                ANNEXE 1 – issued

                                    Partner name

                               Programme Schedule

The following Programme Schedule lists all Programmes to be operated under
this Agreement and may be amended by the University from time to time as
each new Programme is added.

The University will provide the Partner with an amended version of this Annexe
1 following the addition of each new Programme to the Programme Schedule.
The amended Annexe 1 will replace the previous version with immediate
effect.

All Programmes listed below are further defined in the relevant Programme
Specifications approved by the University during the validation process and
provided to the Partner (as amended from time to time). The University
reserves the right to amend a Programme Specification as it sees fit and to
provide the Partner with a revised version that will be effective immediately
under the terms of this Agreement.


     Programme Title               Award             Mode of      Model of
                                                     Delivery   Collaboration




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                            ANNEXE 2: MODEL XX
                         DEFINITION AND PROCESSES

A:     DEFINITION AND RESPONSIBILITIES

B.     POLICIES AND PROCEDURES

Publicity

Recruitment and Admissions

Allocation of Student Numbers

Registration and Student Records

Induction

Programme Delivery

Assessment, Parchments and Transcripts

External Examiners

Programme and Partner Reviews

Staff Development

Learning Resources

Human Resources

Student Support

Complaints, Appeals and Disciplinary Procedures




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                                       ANNEXE 3

                                FINANCIAL SCHEDULE

                                           Partner

                                             for

                                       Programme

This Finance Schedule is issued by the University to the Partner by their
mutual agreement under the terms and conditions of the Collaborative
Provision Agreement dated ……………………….

This Financial Schedule is effective from ………. to …………………..

      1.      Fees

The gross fee to be paid to the Partner by each student for the Programme is
as detailed below. Partner must pay the net fee for the programme (detailed
below) to the University of Sunderland in full or by 2 equal instalments.

1.1        Option 1 Payment in Full
           If the payment is to be made in full the invoice will be issued in full at
           the close of the registration period indicated below.

1.2        Option 2 Payment in two instalments
           If the fees are to be paid in two instalments, the invoice will be issued in
           full at the close of the registration period indicated below. Each
           instalment must be paid by the due date otherwise the student will not
           be permitted to continue on the programme.


The Partner must agree to one payment option in this Finance Schedule and
this will apply to all Faculties and all programmes. By signature of this
Financial Schedule the Partner is deemed to be in agreement that all
payments will be made in accordance with the option chosen. If payments are
not paid in the agreed manner the University may suspend the Partner from
further recruitment and further such delay in payment may result in
termination of the Collaborative Provision Agreement in accordance with
Clause 13.

Please note that parchments cannot be issued until the Partner has paid in full
the net fee due to the University.

Payment must be returned to the University no later than the due date
specified together with a list of students to which the payment refers and
making reference to the relevant invoice number.




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The Partner is responsible for payment of all fees for students enrolled
irrespective of whether the fee has been collected from the student

Option 1 – Payment in full

Full schedule of payments for intakes over 12 months

The tables below are an example of when payments would
become due and in your specific financial schedule the
relevant intake, invoice and payment dates will be indicated.

Intake                    Invoice                                 Payment due
September                 Beginning December                      Beginning January
January                   Beginning April                         Beginning May
May                       Beginning August                        Beginning September



Option 2 – 2 payments

Full schedule of payments for intakes over 12 months

Intake             Invoice                       1st Payment due         2nd Payment due
September          Beginning December            Beginning January       Beginning April
January            Beginning April               Beginning May           Beginning August
May                Beginning August              Beginning September     Beginning December


The programmes and fee payment schedule to which this annexe applies are
as follows:

Programme                  Faculty         Minimum         Net fee per   Minimum number
                                           Gross fee       student       of students
                                           per student




Tax – The Partner is responsible for paying any local or other taxes incurred
by it in connection with the gross fee. The net fee payable to the University is
payable in full and the Partner is not permitted to make any deductions from it.
If a student is required to repeat a module there will be a charge of
£................... per module.
If a student is required to re-take an assessment the fee will be £75.
Teaching must not start until written approval has been given on behalf of
University of Sunderland for that cohort to commence. Any cohort which is
started without written agreement will not be supported by the University.
Potential students must be made aware by the Partner that the Programme



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will only run on the advertised start date if there are sufficient students to
make that cohort viable.

Only in the event that the Programme does not commence or a decision to
prematurely stop the Programme is made by the University will a refund of
fees be payable for incomplete modules within the stage to which the students
are enrolled on a pro-rata basis.

If a student withdraws, a withdrawal form must be completed or written
confirmation of withdrawal sent to the University of Sunderland. After the
student has enrolled full fees will be due regardless of withdrawal.


By signature of this document I agree that all payments are to be made as
indicated (please tick relevant box).




In full   (1.1)                       □
By two instalments      (1.2)         □
Signed on behalf of the Partner


………………………………….
Name
Position
Partner

Date …………………………


Signed on behalf of the University


………………………………..
Mrs Shirley Atkinson
Deputy Vice-Chancellor
University of Sunderland

Date ……………………………




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                                      ANNEXE 4

           University’s Data Sharing Policy and Education Act Notice

DATA PROTECTION ACT 1998

The University of Sunderland is registered as a data user with the Office of the
Information Commissioner. The University holds data relating to its students
for a variety of purposes. These include:-

           maintenance of the student record (including personal and
            academic details,) and management of academic processes (for
            example, academic audits, examination boards and awarding of
            degrees)
           the management of student accommodation
           alumni operations, including fund-raising
           the provision of advice and support to students (via, amongst
            others, Student Services, Student Accommodation Service, the
            Counselling Service, the Students’ Union and the Careers Service)

The University (via academic departments, Student Services, and other
ancillary departments) discloses student information to a variety of recipients,
notably:

           employees and agents of the University (on a need-to-know basis
            only)
           students’ sponsors (including LEAs, the Student Loan Company,
            funding councils and agencies acting on their behalf)
           relevant government departments or agents acting on their behalf to
            whom the University has a statutory obligation to release
            information (including the Higher Education Statistics Agency, the
            Home Office and Council Tax officers)
           current or potential employers of students
           current or potential providers of education to students including
            partner or franchise institutions in connection with the delivery of
            academic programmes of education
           the providers of the Campus Card

NB. Disclosures to persons or institutions not listed above will be made only
with student permission unless exceptional circumstances apply, as provided
by law.

The University undertakes to maintain student data in secure conditions and
to process and disclose data only within the terms of its Data Protection
Notification. The details above indicate the nature of this notification but are
not exhaustive – the University's Data Protection Officer should be contacted
if students have any specific questions. Please note that the University is
reliant on students for much of the data it holds: please help the University us




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keep records up-to-date by notifying any alterations to student addresses,
personal details, or course enrolments.

Under the Data Protection Act 1998 an individual has the right to a copy of the
current personal information held on him/her by the University and a right to
raise an objection to data processing that causes damage and distress. For
details of these procedures please contact the University's Data Protection
Officer.

It should also be noted that, in accordance with tradition, in many cases
assessment results are published openly within this University. By applying to
enrol on a course of study with the University students consent to the
processing of personal data in the way described above and also in terms of
the right to privacy under the Human Rights Act, 1998.

EDUCATION ACT 1994

Under the provision of the Education Act 1994 any student has the right not to
be a member of a students’ union and not to be unfairly disadvantaged with
regard to the provision of services, or otherwise, by reason of having
exercised that right. At the University of Sunderland all students, members
and non-members alike, have in general the right of access to services
provided by the University and the University of Sunderland Students’ Union
(USSU). However, there are some rights which are not extended to non-
members, and these include the following:

(i) the right to participate in USSU and NUS (National Union of Students)
elections and decision-making processes, including those of clubs and
societies,

(ii) the right of USSU and NUS representation,

(iii) the right of access to USSU bars, and certain USSU commercial activities,
except as guests of members,

(iv) the right to commercial advantages negotiated for the benefit of USSU
and NUS members.


Please note, at the current time USSU is not affiliated with NUS and runs
as an independent student union. Should the affiliation to NUS change
in the future, the University will notify the Partner accordingly.




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