Universities and education institutions are in-part significant commercial enterprises. They need to procure IT systems, facilities management, consultancy services, and specialist equipment. They enter partnerships with industry, government, and international institutions. Each of these relationships requires a legal agreement that reflects the institution’s particular requirements, governance obligations, and risk profile.

We advise on the drafting, review, and negotiation of commercial agreements for education institutions, including service agreements with external providers, membership and collaboration agreements with sector bodies and partner institutions, IT and technology procurement contracts, and consultancy and advisory engagement terms.

We understand that procurement in the education sector often involves internal approval processes, delegations of authority, and compliance requirements that commercial lawyers without institutional experience may not appreciate. We work within those frameworks rather than around them.

We recently advised a national education sector body on a complex membership agreement governing the rights and obligations of its institutional members.

Research is at the heart of the university sector, and the legal framework around research collaboration, IP ownership, and commercialisation is increasingly important. Universities enter research partnerships with industry, government, and international institutions, and the agreements governing these partnerships need to address IP ownership, licensing, publication rights, confidentiality, and revenue sharing.

We advise on research collaboration agreements and joint venture structures, IP ownership and assignment arrangements between institutions and researchers, licensing agreements for the commercialisation of university-developed IP, grant agreements and compliance with funding body conditions, and agreements with spin-out companies and research commercialisation vehicles.

Our experience extends to advising university-adjacent businesses, including research spin-outs that are commercialising technology developed in a university setting. We understand the particular dynamics of these relationships, including the expectations of the university, the needs of the commercial entity, and the regulatory requirements around publicly funded research.

We recently advised a University spin-out on its key IP transfer agreement with the University, which formed the foundation of a productive future relationship between the University and the spin-out.

Education institutions operate within a complex governance environment. Universities are governed by their enabling legislation and must comply with the Higher Education Standards Framework. TAFEs and RTOs have their own regulatory requirements under the National Vocational Education and Training Regulator Act and ASQA standards. Sector bodies and education-adjacent organisations have governance obligations to their members, funders, and stakeholders.

We advise on governance frameworks and board advisory matters, compliance with sector-specific regulatory requirements, constitutional and structural matters for education institutions and sector bodies, and governance aspects of institutional partnerships and joint ventures.

Having worked within university governance structures, we understand the relationship between the academic board, the council, and the executive, and the way that legal advice needs to be framed to be useful within those structures.

We draft and negotiate supply agreements, distribution agreements, and offtake agreements for businesses across manufacturing, resources, logistics, and consumer goods. We also advise on the legal aspects of entering new supply relationships, including due diligence on counterparties and assessment of contractual risk.

At the start of this year we helped a mid-size Australian homewares retailer develop a bespoke supply agreement it could use with artisan suppliers.  We worked with them to draft an agreement in plain-English that they could use to build trust with suppliers and fairly allocate responsibilities between the parties.

The employment landscape in higher education is distinctive. Enterprise agreements, academic tenure and promotion frameworks, performance management in a collegial environment, and the management of casual and sessional staff all present legal challenges that require sector-specific understanding.

We advise education institutions on employment agreements for academic and professional staff, contractor arrangements for sessional and casual teaching staff and workplace policies.

We draft standalone NDAs, mutual NDAs for commercial negotiations, and confidentiality frameworks for more complex arrangements. We also review NDAs that our clients have been asked to sign, which is important because the terms of an NDA can have real commercial consequences if they are too broad, too long, or poorly drafted.

We don’t like to ‘overcook’ NDAs.  For long term clients, we can usually complete a very swift red-flag review so their plans aren’t held up in legal.  For clients who use NDAs regularly, we develop template NDAs that can be deployed quickly and consistently.

By way of example, we help a few Melbourne-based tech clients with very sensitive IP by performing a short, sharp red-flag review of every NDA they enter.  By understanding their risk appetite we can do this is a cost-effective and timely manner.

The education sector has unique needs and considerations when it comes to mergers, acquisitions and investments.

We advise on business sales and acquisitions involving education providers, joint ventures and partnership structures between institutions, and sector bodies, and due diligence on education businesses for investors and acquirers.

We recently advised the shareholders of a private higher education provider on the potential sale of their business, including due diligence and stakeholder management.

Read more about our work on mergers, acquisitions and investments.