Ref: 06MET/0974

Dr Greg Hardes,
Hardes & Associates,
PO Box 5089,
Kahbiah, NSW 2290

Dear Dr Hardes

Consultancy for Acute Services Plan Projected Activity Sets

I refer to previous discussions with you regarding the proposal for the Department of Health
(the Agency) to engage you to provide the services described in the attached schedule to
the Agency.

The Agency is prepared to engage you to undertake the services on a consultancy basis on the
following conditions.

The services will be on the Terms and Conditions of Engagement, a copy of which is attached
to this letter.

Proposal

1. You will provide the services described in Item 1 of the Schedule (the
Services) for the term set out in Item 8;

2. The Services must be performed personally by the persons named in Item 2 of

the Schedule. If you enter into the contract as an individual then you must
perform the Services yourself; if the consultant is a company then the employees
of the company nominated in Item 2 must perform the Services.

3. To enable you to carry out the Services:

3.1 you will provide at your expense the facilities, equipment, data and/or
other materials described in Item 3 of the Schedule;

3.2 the Agency will provide at its expense the facilities, equipment, data or
material described in Item 3 of the Schedule at the times and places
specified in that Item;

4. You will carry out the Services at the location specified in Item 4.

4. You will effect and maintain during the continuance of the contract, the insurance
as described in Item 5 of the Schedule.

5. You will prepare the reports, including the particulars and information specified
in Item 6 of the Schedule.

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6. The fee payable by the Agency to you for the provision of the Services is set out
in Item 7 of the Schedule and is payable at the time and in the manner set out in
that Item.

To accept this proposal please sign where indicated on the duplicate copy of this letter and
return to:
Julie Williams
Manager, Contract Management
Health System Performance
PO Box 287, Rundle Mall
Adelaide SA 5000.

Yours faithfully,

Dr Tom Stubbs
Executive Director
HEALTH SYSTEM MANAGEMENT

Enc
ACCEPTANCE

The above proposal including the Schedule and Terms and Conditions of Engagement whereby
the Agency offers to engage Hardes & Associates to perform the Services described in Item 1
of the Schedule is accepted.

Dated:

.............................................................
Signed

..
Name

.
Position

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THE SCHEDULE

Item 1 Services
The Consultant must provide the following Services:
Travel associated with providing consultancy services for Acute Services Plan
Projected Activity Sets.
Item 2 Personnel
The following persons will perform the Services:
Dr Greg Hardes will be the primary consultant
Dr Stephen Ryan will assist Dr Greg Hardes.
Item 3 Facilities

a) Consultant to provide the following facilities, equipment, data and/or

material for the purpose of providing the Services:

Not Applicable

b) Time and place at which facilities, equipment, data and/or material

referred to in paragraph (a) is to be provided by the Consultant:

Not Applicable.

c) Agency to provide the following facilities, equipment, data and/or

material for the Consultants use in carrying out the Services:

Not Applicable.

d) Time and place which facilities, data, material referred to in paragraph

(c) is to be provided to the Consultant:

Not Applicable.
Item 4 Location
The Services must be carried out at 44 Seacourt Avenue Dudley NSW 2290.
Item 5 Insurance
The following insurance policies must be effected and maintained by the
Consultant:
Public and Products Liability Insurance - $10 million.
Professional Indemnity Insurance - $5 million.
Item 6 Reports
The Consultant must provide the following written reports to the Agency by
the following dates:
Quote and request for travel and accommodation prior to proposed
travel date.
A detailed tax invoice to the Agency for payment of travel expenses.
Copy of itinerary and proof of travel.

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Item 7 Fee
The Agency will pay to the Consultant the following fees for the Services at
the times and in the following manner:
$3940.52 (GST exclusive) as a one off payment for travel expenditure
by 30 June 2006.
Item 8 Term
The Consultant must commence providing the Services on 16 December 2005.
The Consultant must continue to provide the Services until 30 June 2006.
Item 9 Consultants ABN is 51 373 713 793.

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TERMS AND CONDITIONS OF ENGAGEMENT

1. PROJECT MANAGER

The Project Manager for the Agency is Jenny Richter, Director, Health System
Performance, Health System Management, Department of Health. The Consultant
must report to and take instructions from the Project Manager.

2. CONSULTANT STATUS

The Consultant is being engaged for the provision of services and is not entitled to any
entitlements of an employee under a contract of service with the Agency.

3. CONFIDENTIALITY

All information which the Consultant obtains in the course of providing the Services is
confidential and the Consultant must not disclose any such information to any person
without prior written consent of the Project Manager, except when such disclosure is
necessary for the purpose of carrying out the Services.

4. CONFLICTS OF INTEREST

The Consultant must not have any conflicts of interest in relation to the performance of
the Services under this contract and if an actual or potential conflict of interest exists,
arises or may arise in the course of performing the Services (either for the Consultant
or its personnel) the Consultant must disclose that information to the Agency as soon
as practicable after it becomes aware of the conflict or potential conflict.

5. COPYRIGHT

Copyright in anything produced by the Consultant as part of the Services and any
interim or incidental documents produced in the course of performing the Services is
owned by the Crown in right of the State of South Australia.

6. INSURANCE

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The Consultant must effect and maintain adequate insurance in the reasonable opinion
of the Agency against the following risks:

6.1 loss of life; personal injury and/or damage to property arising from or out of the
Consultant performing the Services to the extent that such death, personal
injury and/or damage to property is occasioned by any actual neglect, default or
omission by the Consultant, or by the Consultants employees, agents or
consultants; and

6.2 professional negligence.

7. FEE AND PAYMENT

7.1 The Agency must pay the Consultant the Fees for the Services at the rate and in
the manner specified in Item 7 of the Schedule.

7.2 The Consultant must invoice the Agency for Services provided on completion
of travel undertaken as part performing the service and undisputed invoices
must be paid by the Agency within 30 days of the invoice being received.

8. GST

The Consultant acknowledges and represents that it is registered for GST and the ABN
shown in Item 9 of the Schedule is the Consultants ABN. The Fees are GST inclusive.
Notwithstanding any other provision, the Agency is not obliged to make any payment
unless the Consultant has supplied a tax invoice as required by the A New Tax System
(Goods and Services Tax) Act, 1999 (Cth).

9. NON PERFORMANCE

If the Services, or any reasonable interim target required by the Project Manager, are
not undertaken to a satisfactory standard, or are not undertaken on time (or in the case
of interim targets are not undertaken within a reasonable time having regard to the time
set for completion) then the Agency may withhold payment until the Services are
undertaken to a satisfactory standard, or the Agency may terminate the contract.

10. TERMINATION

10.1 If the Consultant:

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10.1.1 fails to commence or complete work pursuant to this Contract in
accordance with the time requirements specified in the Proposal;

10.1.2 fails to perform, observe and carry out all the agreements and
obligations imposed upon the Consultant by the Proposal and these
Terms and Conditions;

10.1.3 fails to comply with any notice given by the Agency to the
Consultant requiring such breach to be remedied within 48 hours after
the service of such notice to remedy;

10.1.4 abandons or refuses to proceed with Services; or

10.1.5 enters into any form of insolvency administration if a Company

or becomes bankrupt if an individual

then, the Agency may at any time thereafter without prejudice to any other legal
right remedies it may have, terminate this Contract by written notice to the
Consultant.

10.2 If this Contract is terminated the Consultant must return to the Agency all
equipment, data, material provided by the Agency pursuant to the Proposal and
deliver to the Agency results of work undertaken by the Consultant in respect
of the Services.

10.3 If the Agency terminates the contract, the Agency must pay only the proportion
of the fee commensurate with that part (if any) of the Services undertaken to a
satisfactory standard by the Consultant.

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