Schedule 16 Θϭϲ Key principles Applied to Recharges $VVHW7UDQVIHU 7
7. Fees
7.1 Service Fees
In consideration for The Hills Shire Council agreeing to provide or procure the provision of each Service to City of Parramatta, City of Parramatta agrees to pay the Service Fee applicable for each Service to The Hills Shire Council in accordance with the relevant Service Schedule.
7.2 Key Principles Applies to Recharges
In calculating the Service Fees payable by City of Parramatta under the relevant Service Schedule, The Hills Shire Council agrees to apply the principles set out in Schedule 16.
7.3 Invoices
The Hills Shire Council must invoice City of Parramatta monthly for the Service Fees for each Service:
(a) in accordance with the terms set out in the relevant Service Schedule for that Service; or
(b) otherwise, monthly in arrears.
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7.4 Increase in Service Fee
If the Service Fee includes costs payable to third parties, and those costs increase during the relevant Service Term, then The Hills Shire Council shall notify the increased Service Fee for that Service in writing to City of Parramatta. The Hills Shire Council must not increase the Service Fee by an amount greater than the amount by which the third party costs relating to that Service have increased.
7.5 Payment
Subject to clause 7.7, City of Parramatta must pay the amount recorded in an invoice rendered by The Hills Shire Council by the Payment Date.
7.6 Set off
Where each of the Councils are The Hills Shire Council to the other Council, the Councils may set off invoices owed by each Council to the other and the net balance may be paid by City of Parramatta that owes more invoiced fees at the end of any given month than the other.
7.7 Disputed invoices
(a) If City of Parramatta, acting reasonably, disputes all or part of any invoice received from The Hills Shire Council, the Councils must negotiate in good faith to resolve the dispute, and if it is not resolved within 10 Business Days the dispute will be immediately referred for resolution in accordance with clause 16.
The Hills Shire Council must continue to provide the Services during the dispute resolution period.
(b) Except as set out in clause 7.7(c), if a dispute raised by City of Parramatta to an invoice issued by The Hills Shire Council:
(i) is subsequently agreed or determined under clause 16 on or before the Payment Date for that invoice, then City of Parramatta must pay The Hills Shire Council the amount agreed or determined in respect of that invoice on or before the Payment Date; or
(ii) has not been agreed or determined under clause 16 on or before the relevant Payment Date then:
(A) on the Payment Date City of Parramatta must pay The Hills Shire Council the undisputed portion of the invoice; and (B) within 5 Business Days of the amount of the invoice being
agreed or determined under clause 16, City of Parramatta must pay to The Hills Shire Council any additional amount agreed or determined in respect of the invoice.
(c) If City of Parramatta disputes all or part of any invoice for third party costs (Disputed Third Party Invoice), City of Parramatta must still pay the Disputed Third Party Invoice on the Payment Date in full (notwithstanding the dispute),
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and the Councils will continue to negotiate in good faith to resolve the dispute following the Payment Date in accordance with clause 7.7(a). If it has been agreed or determined that The Hills Shire Council will reimburse City of Parramatta an amount in respect of the Disputed Third Party Invoice, The Hills Shire Council must pay such amount to City of Parramatta within 5 Business Days of the amount being agreed or determined.
7.8 Audit
(a) Upon 24 hours written notice and not more than once a year, City of Parramatta may audit the records of The Hills Shire Council to determine whether the calculation of any Service Fee is accurate.
(b) If City of Parramatta audits The Hills Shire Council's records under clause 7.8(a), The Hills Shire Council must permit City of Parramatta to inspect and take copies of the records upon which the Service Fee was calculated.
(c) If the results of the audit demonstrate to The Hills Shire Council's reasonable satisfaction that there has been an error in the calculation of a Service Fee which has been paid to The Hills Shire Council, The Hills Shire Council must rectify the error within 30 days of notice in writing of the error being served by City of Parramatta upon The Hills Shire Council.
8. GST
8.1 Interpretation
For the purposes of this clause 8:
(a) a term which has a defined meaning in the GST Act has the same meaning when used in this clause 8;
(b) GST Act means the A New Tax System (Goods and Services Tax) Act 1999 (Cth); and
(c) each periodic or progressive component of a supply to which section 156-5(1) of the GST Act applies will be treated as though it is a separate supply.
8.2 Consideration GST exclusive
Unless expressly stated otherwise in this agreement, all amounts payable or consideration to be provided under this agreement is exclusive of GST.
8.3 Payment of GST
If GST is payable on any supply made under this agreement, for which the
consideration is not expressly stated to include GST, the recipient agrees to pay to the supplier an additional amount equal to the GST payable at the same time that the
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consideration for the supply, or the first part of the consideration for the supply (as the case may be), is to be provided. However:
(a) the recipient need not pay the additional amount until the supplier gives the recipient a tax invoice or an adjustment note;
(b) if an adjustment event arises in respect of the supply, the additional amount must be adjusted to reflect the adjustment event and the recipient or the supplier (as the case may be) must make any payments necessary to reflect the adjustment; and
(c) this clause 8.3 does not apply to the extent that the GST on the supply is payable by the recipient under Division 84 of the GST Act.
8.4 Reimbursements
If a party is required under this agreement to indemnify another party, or pay or reimburse costs of another party, that party agrees to pay the relevant amount less any input tax credits to which the other party (or to which the representative member for a GST group of which the other party is a member) is entitled.
8.5 Calculation of payments
If an amount payable under this agreement is to be calculated by reference to:
(a) the price to be received for a taxable supply then, for the purposes of that calculation, the price is reduced to the extent that it includes any amount on account of GST; and
(b) the price to be paid or provided for an acquisition then, for the purposes of that calculation, the price is reduced to the extent that an input tax credit is available for the acquisition.