EXHIBIT 2.2
XXXXXXXXX POWER CORPORATION LTD
ACN 065 381 204
and
XXXXXXXXX POWER PARTNERSHIP
NATIONAL POWER CONSORTIUM
ASSET SALE AGREEMENT
Xxxxxxxx Hollingdale & Page
Solicitors
l0l Xxxxxxx Xxxxxx
Xxxxxxxxx XXX 0000
Xxxxxxxxx
Telephone: (00) 000 0000
Facsimile: (00) 000 0000
Reference: RWN/BCF/1810621
TABLE OF CONTENTS
1. DEFINITIONS AND INTERPRETATION 1
1.l Definitions l
l.2 Interpretation 6
2. SALE AND PURCHASE 7
2.l Sale of Assets 7
2.2 Dates for Payment 7
2.3 Method of Payment 7
3. COMPLETION 7
3.1 Date for Completion 7
3.2 Delivery of documents 7
3.3 Asset Buyer's obligations at Completion 8
3.4 Property and Risk 8
3.5 Interdependency between this agreement and Share Sale Agreement 8
3.6 Inconsistencies 8
3.7 Exercise of Rights 8
3.8 Termination 8
4. EMPLOYEES 8
4.1 Employment Contracts held on trust 8
4.2 Asset Buyer's Indemnity with respect to Employees 8
5. OUTGOINGS AND EXPENSES 9
6. ASSUMPTION OF LIABILITIES AND CREDITORS 9
7. CONTRACTS 9
7.l Assignment of Contracts 9
7.2 Novation of Contracts 9
7.3 Asset Buyer's obligations after Completion 9
7.4 Non-assignment of the Contract 9
7.5 Asset Buyer's indemnity in respect of the non-assignment
of the Contract l0
7.6 Equipment Leases l0
7.7 Transfer of the Real Property Leases l0
8. LICENCES 10
8.l Transfer l0
8.2 Further Acts 10
9. INDEMNITY 10
10. DECLARATION OF TRUST 10
l0.l Declaration of Trust 10
10.2 Indemnity 11
11. MINING LICENCE 11
ll.l Tender 11
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11.2 Trust 11
12. LAND 11
12A TRADE DEBTS 11
13. ASSET BUYER'S WARRANTIES 11
13.1 Asset Buyer's Warranties 11
13.2 Acknowledgment 12
14. DUTIES, COSTS AND EXPENSES 12
14.1 Payment of Duty 12
14.2 Indemnity 12
14.3 Costs and expenses 12
14.4 Costs of performance 12
15. NOTICES 12
l5.1 General 12
15.2 Legibility of facsimile transmission 13
16. GENERAL 13
16.1 Governing law and jurisdiction 13
16.2 Waivers l3
16.3 Variation 14
16.4 Further assurances l4
16.5 Third party rights 14
16.6 This agreement supersedes others 14
THIS ASSET SALE AGREEMENT is made on 4 August 1996 between the following
parties:
1. XXXXXXXXX POWER CORPORATION LTD ACN 065 381 204 of Xxxxxxxxxx Xxxx, Xxxxxxx,
Xxxxxxxx 0000 ("Seller"); and
2. XXXXXXXXX POWER PARTNERSHIP a partnership pursuant to the Partnership Xxx
0000 (Vic.) between:
NATIONAL POWER AUSTRALIA INVESTMENTS LTD a company incorporated in England
and having its registered office at Windmill Hill Business Park, Xxxxxxxxx
Xxx, Xxxxxxx, Xxxxxxxxx, Xxxxxxx XX0 0XX;
XXXXXXXXX PACIFIC PTY LTD (ACN 074 351 376) a company incorporated in the
State of Victoria, Australia and having its registered office at Xxxxx 0, 00
Xxxxxxxxx Xxxxxxxxx, Xxxxxxxxx, Xxxxxxxx, Xxxxxxxxx;
AUSTRALIAN POWER PARTNERS CV a limited liability partnership under the laws
of Netherlands and having its registered office at 1077 WV Amsterdam,
Xxxxxxx Xxxxxxxxxxx 00, Xxx Xxxxxxxxxxx;
XXXXXXXXX INVESTMENT COMPANY PTY LIMITED (ACN 000 000 000) a company
incorporated in the State of Victoria, Australia and having its registered
office at Xxxxx x0, 000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxx;
and
CISL (XXXXXXXXX) PTY LTD (ACN 074 747 185) a company incorporated in the
State of Victoria, Australia and having its registered office at Xxxxx x0,
000 Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxx
(together the "ASSET BUYER").
RECITALS:
A. The Seller is the owner of the Assets.
B. The Seller agrees to sell and the Asset Buyer agrees to buy the Assets on
the terms and conditions set out in this agreement.
THE PARTIES AGREE as follows:
1. DEFINITIONS AND INTERPRETATION
1.1 DEFINITIONS
In this Agreement:
"ALLOCATION STATEMENT" means, in relation to the Seller, any statement which,
for the purposes of section 153B of the Electricity Act, is an allocation
statement pursuant to which any property, rights or liabilities of Generation
Victoria were vested in the Seller and includes the Generation Victoria
allocation statement dated 31 January 1995 (as amended on 23 August 1995 and 29
February 1996) (the "GV ALLOCATION STATEMENT").
"ASSETS" means:
(a) Plant and Equipment;
(b) Business Records;
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(c) Contract Benefits;
(d) Core Technology;
(e) Land;
(f) Intellectual Property Rights;
(g) Licences;
(h) all the Seller's entitlements under the Real Property Leases;
(i) inventories, raw materials and stores;
(j) future income tax benefit;
(k) cash on hand and deposits and securities in the name of the Seller;
(l) Equipment Lease Benefits;
(m) Business Records, and
(n) all other tangible or intangible assets owned by the Seller whether or not
listed in the balance sheet of the Seller at Completion,
other than Specified Licences, Specified Contracts, Trade Debts and the Mining
Licence.
"ASSET BUYER'S WARRANTIES" means the warranties and representations of the
Asset Buyer set out in clause 13.1.
"AUTHORISATION" includes:
(a) any consent, registration, filing, agreement, notarisation, certificate,
licence, approval, permit, authority or exemption from, by or with a
Governmental Agency; and
(b) in relation to anything which may be proscribed or restricted in whole or
in part by law or otherwise if a Governmental Agency intervenes or acts in
any way within a specified period after lodgement, registration or other
notification of anything, the expiration of that period without the
intervention or action by that Governmental Agency.
"BUSINESS" means the businesses of the generation and supply of electricity, the
exploration for, mining, production and supply of coal and other raw products
used in the supply of electricity, the supply of coal to other persons, the
acquisition and trade of electricity, coal and other raw products used in the
generation of electricity and the provision of related field, technical and
engineering services carried on by the Seller, including the construction and
operation of power stations.
"BUSINESS DAY" means a day on which banks are open for business in Melbourne,
excluding a Saturday or a Sunday or a public holiday.
"BUSINESS RECORDS" means all of the Seller's financial and business data,
employee data, technical data and all the Seller's other records, data,
information and documents.
"COMPLETION" means completion of the sale and purchase of the Assets under
clause 3.
"COMPLETION DATE" is the day on which Completion (as defined in the Share Sale
Agreement) occurs under the Share Sale Agreement.
"CONTRACT BENEFITS" means all express or implied rights, benefits and interests
of the Seller pursuant to the Contracts.
"CONTRACTS" means all oral or written contracts, agreements and arrangements to
which the Seller is a party except for the Specified Contracts.
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"CONTRACT LIABILITIES" means al1 express or implied liabilities, obligations and
burdens of the Seller pursuant to the Contracts which arise in relation to the
performance or failure in performance of such Contracts.
"CORE TECHNOLOGY" has the meaning given to that term in section 73B of the
Income Tax Assessment Xxx 0000 as amended.
"CREDITORS" means all amounts owing by the Seller including al1 provisions in
the accounts of the Seller including provisions for site restoration, diminution
in the value of inventory, research and development, uninsured losses, deferred
income tax (other than in respect of plan; and equipment), employee
entitlements, redundancies and all bank overdraft arrangements.
"DEBTOR" means a person who owes a Trade Debt.
"DOLLARS" "A$" and "$" means the lawful currency of the Commonwealth of
Australia.
"DUTY" means any stamp, transaction or registration duty or similar charge
imposed by any Governmental Agency and includes, but is not limited to, any
interest, fine, penalty, charge or other amount imposed in respect of the above,
but excludes any Tax.
"ELECTRICITY ACT" means the Electricity Industry Xxx 0000.
"EMPLOYEES" means al1 employees of the Seller.
"EMPLOYMENT CONTRACTS" means the employment contracts between the Seller and the
Employees.
"EQUIPMENT LEASE" means each and every agreement relating to the finance,
leasing, hire or hire purchase of equipment and motor vehicles used in the
Business.
"EQUIPMENT LEASE BENEFITS" means the benefits and rights arising pursuant to the
Equipment Leases.
"ETSA AGREEMENTS" means the deeds described in clauses 17.2 and 17.10
(inclusive) of the Generation Licence.
["ETSA HEDGE CONTRACT" means the agreement titled Hedging Contract of today's
date between the Seller and the Asset Buyer under which the Seller and the
Asset Buyer establish electricity hedging arrangements.]
"GENERATION LICENCE" means the generation licence issued to the Seller under
Part 12 of the Electricity Act in the from set out in Annexure A.
"GIPPSLAND WATER SUPPLY AGREEMENT" means the agreement in the form set out in
Annexure D.
"GOVERNMENTAL AGENCY" means the government of any country or the government of
any state, territory, municipality or other political subdivision of a country,
and any minister, administrative or judicial body, department, commission,
authority, instrumentality, tribunal, agency or entity of any such government.
"GROUNDWATER LICENCE" means the licence to be issued to the Seller under section
5l of the Xxxxx Xxx 0000 in substantially and all material respects the same
form as the draft groundwater licence set out in Annexure C.
"HEDGING CONTRACTS" means al1 the contracts listed in Annexure F and any other
contract of a similar nature to which the Seller is a party.
"INTELLECTUAL PROPERTY RIGHTS" means the rights of the Seller to al1 patents,
copyrights or designs; and
(a) rights under Licence in respect of such patents, copyrights or design; and
[CONFIDENTIAL TREATMENT REQUESTED]
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(b) equitable rights in respect of such patents, copyrights or designs or such
licences.
"LAND" means the land described in Crown Grant Volume 10248 Folio 674 including
fixtures and capital improvements of the Seller and the Xxxxxxxxx Cooling Pond
and the Seller's interest in the water in it.
"LICENCES" means every licence, permit, registration or other authority
whatsoever which is held by the Seller and which is necessary to properly and
efficiently carry on the Business, except the Specified Licences and the Mining
Licence.
"LOSS" means any and all losses (including loss of profit and loss of expected
profit), claims, actions, liabilities, damages, expenses, diminutions in value
or deficiencies of any kind or character (whether consequential or otherwise or
whether or not known or asserted on or before the Completion Date) including,
without limitation, all interest and other amounts payable to third parties, all
liabilities on account of Taxes and al1 legal (on a full indemnity basis) and
other expenses reasonably incurred in connection with investigating or defending
any claims or actions, whether or not resulting in any liability and all amounts
paid in settlement of claims or actions.
"METERING AGREEMENT" means the agreement to be entered into by the Seller and
Victorian Power Exchange in relation to metering and connection points.
"MINING LICENCE" means the licence to be issued to the Seller under Section 47A
of the Electricity Act in substantially and in all material respects the same
form as the draft mining licence set out in Annexure B.
"MINING LICENCE CASH BIDDING PAYMENT" means $50,000,000.
"OFFICER" means a director or secretary of the relevant party (as the case may
be).
"PLANT AND EQUIPMENT" means all plant, equipment and articles owned by the
Seller including without limitation all mining equipment, equipment used for the
conveyance and storage of coal, turbines, generators, pumps, boilers and boiler
plant, precipitators, xxxxx, electricity transmission lines, power poles,
cables, stations, substations, switch yard equipment and al1 other plant and
equipment used in the mining and transportation of coal and in the generation,
reticulation, transformation or metering of electrical power which, in its
ordinary use, is located in a fixed position wherever located, but excludes any
of the foregoing that are:
(a) any improvements, buildings or fixtures;
(b) motor vehicles owned or leased by the Seller; and
(c) the Xxxxxxxxx Cooling Pond,
and, for the avoidance of doubt, does not include capital works in progress
"POWER" means any right, power, authority, discretion or remedy conferred on the
parties by this agreement or any applicable law.
"REAL PROPERTY INTERESTS" means all rights and benefits of the Seller under the
Real Property Leases.
"REAL PROPERTY INTERESTS" means all agreements pursuant to which the Seller
leases or licences or is the lessee or licensee of real property.
"SECURITY INTEREST" means an interest or power:
(a) reserved in or over an interest in any asset excluding any retention of
title; or
(b) created or otherwise arising in or over any interest in any asset under
a xxxx of sale, mortgage, charge, lien, pledge, trust or power,
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by way of security for the payment of a debt or any other monetary obligation or
the performance of any other obligation and includes, but is not limited to, any
agreement to grant or create any of the above.
"SECV LOAN" has the meaning given to that term in the Share Sale Agreement.
"SHARE SALE AGREEMENT" means the agreement so titled to be entered into between
State Electricity Commission of Victoria, the State of Victoria, the Asset Buyer
and National Power PLC, PacifiCorp Holdings, Inc. and Destec Energy, Inc. under
which the Asset Buyer shall acquire, inter alia, all the issued ordinary shares
in the capital of the Seller.
"SPECIFIED CREDITORS" means the TCV Loan and the SECV Loan.
"SPECIFIED CONTRACTS" means:
(a) the Connection AGREEMENT dated 3 October 1994 between Generation Victoria
and Power Net Victoria (allocated to the Seller under the Allocation
Statement);
(b) the Use of System Agreement dated 3 October 1994 between Generation
Victoria and Power Net Victoria (allocated to the Seller under the
Allocation Statement);
(c) the Ancillary Services Agreement dated 3 October 1994 between Generation
Victoria and Victorian Power Exchange (allocated to the Seller under the
Allocation Statement);
(d) all Vesting Contracts entered into by the Seller;
(e) the Gippsland Water Supply Agreement;
(f) all Hedging Contracts to which the Seller is a party;
(g) the Metering Agreement;
(h) the ETSA Agreements; and
(i) [the ETSA Hedge Contract.]
"SPECIFIED LICENCES" means the Generation Licence and Groundwater Licence.
"TAX" means any tax, levy, charge, impost, duty, fee, deduction or withholding
which is assessed, levied, imposed or collected by any State Government Agency
and includes, but is not limited to, any interest, fine, penalty, charge, fee or
any other amount imposed on, or in respect of, any of the above and any amount
imposed under section 88 of the State Owned Enterprises Act 1992 but excludes
any Duty.
"TCV" MEANS TREASURY CORPORATION OF VICTORIA.
"TCV LOAN" has the meaning given to that term in the Share Sale Agreement.
"TOTAL PURCHASE PRICE" means $2,399,999,000 being the sum of the value of the
Assets, Mining Licence, the Trade Debts specified by the Asset Buyer pursuant to
clause l2A, and the fair value, if any, of the declaration of trust of the
rights attached to those items set out in clause l0.l(a) to (f) net of Contract
Liabilities and Creditors (excluding Specified Creditors) assumed under this
agreement.
"TRADE DEBTS" means each and every amount due to the Seller on the Completion
Date in connection with the Business by or in respect of trade debtors, payments
in advance, trade bills receivable and like trade obligations and includes
sundry debtors, prepayments and other receivables.
"TRADE DEBT VALUE" MEANS the full face value of the Trade Debts at the time of
assignment less any provision for doubtful debts recorded in the accounts of the
Seller at the time of such assignment.
[CONFIDENTIAL TREATMENT REQUESTED]
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"VESTING CONTRACT" MEANS AN AGREEMENT entered into between any two of the
following:
(a) the persons holding distribution licences issued under Part 12 of the
Electricity Act;
(b) the persons holding generation licences issued under Part 12 of the
Electricity Act; and
(c) the State Electricity Corporation of Victoria
or between the State Electricity Corporation of Victoria acting in one capacity
and the State Electricity Corporation of Victoria acting in another capacity,
entered into on or about 31 March 1995 which incorporate the Master Vesting
Terms and Conditions.
1.2 INTERPRETATION
In this agreement, unless the context otherwise requires:
(a) headings and underlinings are for convenience only and do not affect the
interpretation of this agreement;
(b) words importing the singular include the plural and vice versa;
(c) words importing a include any gender;
(d) other parts of speech and grammatical forms of a word or phrase defined
in this agreement have a corresponding meaning;
(e) an expression importing a natural person includes any company, partnership,
joint venture, association, corporation or other body corporate and any
Governmental Agency;
(f) a reference to a clause, party, annexure, exhibit or schedule is a reference
to a clause of, and a party, annexure, exhibit and schedule to, this
agreement and a reference to this agreement includes any such annexure,
exhibit and schedule;
(g) a reference to a statute, regulation, proclamation, ordinance or by-law
includes all statutes, regulations, proclamations, ordinances or by-laws
amending, consolidating or replacing it, and a reference to a statute
includes all regulations, proclamations, ordinances and by-laws issued
under that statute;
(h) a reference to a document includes all amendments or supplements to, or
replacements or novations of, that document;
(i) a reference to a party to a document includes that party's successors and
permitted assigns;
(j) where the day on or by which any thing is to be done is not a Business Day,
that thing must be done on or by the next Business Day;
(k) no rule of construction applies to the disadvantage of a party because that
party was responsible for the preparation of this agreement or any part of
it;
(1) a covenant or agreement on the part of two or more persons binds them
jointly and severally;
(m) a reference to an agreement other than this agreement includes an
undertaking, agreement or legally enforceable arrangement or understanding
whether or not in writing;
(n) a reference to an asset includes all property of any nature, including, but
not limited to, a business, and all rights, revenues and benefits;
(o) a reference to a document includes any agreement in writing, or any
certificate, notice, instrument or other document of any kind;
(p) a reference to liquidation includes appointment of an administrator,
compromise,
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for the benefit of creditors, scheme, composition or arrangement with
creditors, insolvency, bankruptcy, or any similar procedure or, where
applicable, changes in the constitution of any partnership or person, or
death; and
(q) terms deemed in the Corporations Law at the date of this agreement have
the meanings given to them in the Corporations Law at that date.
2. SALE AND PURCHASE
2.1 SALE OF ASSETS
Subject to the terms of this agreement, to the extent permissible by law, the
Seller must sell free of Security Interests and the Asset Buyer must buy the
Assets on the Completion Date. The parties agree that the allocation of the
Total Purchase Price is as follows:
(a) ASSETS (OTHER THAN PLANT & EQUIPMENT AND LAND) = the aggregate fair
value of such assets;
(b) MINING LICENCE = the Mining Licence Cash Bidding Payment;
(c) CONTRACT LIABILITIES AND CREDITORS (EXCLUDING SPECIFIED CREDITORS) =
the book value of such liabilities;
(d) THE TRADE DEBTS SPECIFIED BY THE ASSET BUYER PURSUANT TO CLAUSE 12A =
so much of the Trade Debt Value that relates to the Trade Debts
specified by the Asset Buyer under clause 12A;
(e) the fair value, if any, of the declaration of trust of the rights
attached to those items set out in clause l0.l(a) to (f);
(f) PLANT & EQUIPMENT AND LAND = the Total Purchase Price PLUS the amount
of the Contract Liabilities and Creditors (excluding Specified
Creditors) LESS the sum of:
(l) the aggregate fair value at Completion of all Assets other than the
Plant & Equipment and Land);
(2) Mining Licence Cash Bidding Payment; and
(3) the amounts referred to in clause 2.l(d) and clause 2.l(e).
2.2 DATES FOR PAYMENT
On and subject to the terms of this agreement the Asset Buyer must pay the Total
Purchase Price on the Completion Date.
2.3 METHOD OF PAYMENT
All payments to be made under this agreement must be made by bank cheque or in
such other method as may be agreed in writing between the Seller and the Asset
Buyer.
3. COMPLETION
3.1 DATE FOR COMPLETION
Completion must take place on the Completion Date at l0 am at the office of the
Seller's solicitors, Xxxxxxxx Xxxxxxxxxxx & Xxxx, x0x Xxxxxxx Xxxxxx, Xxxxxxxxx.
3.2 DELIVERY OF DOCUMENTS
At Completion, the Seller must deliver to the Asset Buyer a copy of the special
resolution passed by the State Electricity Commission of Victoria (as
shareholder) approving the sale of Assets and
8
the Trade Debts specified by the Asset Buyer pursuant to clause 12A by the
Seller on and subject to the terms of this agreement.
3.3 ASSET BUYER'S OBLIGATIONS AT COMPLETION
At Completion the Asset buyer must pay the Seller the Total Purchase Price as
described in clause 2.
3.4 PROPERTY AND RISK
Property and risk in the Assets shall pass to the Asset Buyer at Completion.
3.5 INTERDEPENDENCY BETWEEN THIS AGREEMENT AND SHARE SALE AGREEMENT
It is the intention of the parties that:
(a) subject to clause 7.3 of the Share Sale agreement, completion under this
agreement;
(b) completion under the Share Sale Agreement; and
(c) payment of the SECV Loan and TCV Loan and any other amounts owing to
TCV under clause 6 of the Share Sale Agreement,
are interdependent, so that if the obligations of the parties in respect of a
particular completion or payment under clause 6 of the Share Sale Agreement are
not satisfied, then no delivery of payment which has been made, will be deemed
to have been made.
For the avoidance of doubt the parties acknowledge and agree that once
Completion under this agreement, completion under the Share Sale Agreement and
the payments under clause 6 of the Share Sale Agreement have occurred, as a
chronological sequence of events, all deliveries and payments will be deemed to
have taken place in the order in which they occurred.
3.6 INCONSISTENCIES
In the event there are any inconsistencies between this agreement and the Share
Sale Agreement, the provisions of the Share Sale Agreement shall prevail.
3.7 EXERCISE OF RIGHTS
With effect from completion, the Seller shall exercise all of its statutory and
other rights with respect to the Assets including, without limitation, its
rights under Part 3 of the Electricity Act, consistently with ownership of the
Assets having been vested in the Asset Buyer and shall act in accordance with
any directions given by the Asset Buyer to the Seller as to the manner of
exercise of such rights.
3.8 TERMINATION
This agreement shall automatically terminate on termination of the Share Sale
Agreement.
4. EMPLOYEES
4.1 EMPLOYMENT CONTRACTS HELD ON TRUST
Following completion, the Seller agrees to hold the benefit of the Employment
Contracts upon trust absolutely for the Asset Buyer pursuant to clause 10.
4.2 ASSET BUYER'S INDEMNITY WITH RESPECT TO EMPLOYEES
Without limiting the generality of clause 9, following Completion, the Asset
Buyer indemnifies the Seller against all Losses incurred by the Seller in
respect of any entitlement to salary, annual leave, holiday pay, redundancy pay,
long service leave, commissions or other incentive
9
entitlements claimed against the Seller by any Employee employed by the Seller
as at and after Completion.
5. OUTGOINGS AND EXPENSES
The Asset Buyer shall indemnify and continue to indemnify the Seller against any
Loss in respect of the period following Completion including, arising from
outgoings and expenses, without limitation, payments in respect of land tax,
council rates, water rates, garbage disposal and all services of the Business
for electricity, oil heating, gas or otherwise and the amount of any deposit
paid in respect of such services.
6. ASSUMPTION OF LIABILITIES AND CREDITORS
Following Completion, the Asset buyer assumes with effect from Completion all
liabilities of the Seller to the Creditors and agrees to pay all Creditors in
the normal course of business for obligations of the Seller existing before and
after the Completion Date and without limiting the generality of clause 9, the
Asset Buyer indemnifies and shall keep the Seller indemnified against all Losses
incurred by the Seller arising from the non-payment of Creditors.
7. CONTRACTS
7.1 ASSIGNMENT OF CONTRACTS
Subject to clause 7.4, the Seller, with effect from Completion, assigns to the
Asset Buyer all its right, title and interest in the Contract Benefits.
7.2 NOVATION OF CONTRACTS
Following Completion, the Seller shall use its best endeavours, at the Asset
Buyer's expense and request, to procure the novation to the Asset Buyer of all
Contracts and Equipment Leases in addition to making an assignment of the
benefit of Contracts under clause 7.1.
7.3 ASSET BUYER'S OBLIGATIONS AFTER COMPLETION
(a) Following Completion, the Asset Buyer shall duly carry out and perform all
obligations under the Contracts and Equipment Leases.
(b) The Asset Buyer shall assume responsibility for the Contract Liabilities
from Completion and keep the Seller indemnified against any Loss arising
from the performance or non-performance of the Contract Liabilities after
Completion.
7.4 NON-ASSIGNMENT OF THE CONTRACT
Following Completion, if any other party to a Contract objects or refuses to
consent to an assignment or novation of a Contract to the Asset Buyer.
(a) the Asset Buyer shall duly perform the Contracts on behalf of the Seller at
the Asset Buyer's expense;
(b) the Seller shall enforce the Contract against the other party to the
Contract in such manner as the Asset Buyer may reasonably direct the Seller
from time to time and the Seller shall pay all benefits arising therefrom
to the Asset Buyer;
(c) the Seller shall not agree to any amendment of the Contract or waiver of
the Seller's rights thereunder without the prior written approval of the
Asset Buyer; and
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(d) the Seller shall hold the Contract upon trust for the Asset Buyer pending
consent to an assignment or novation.
7.5 ASSET BUYER'S INDEMNITY IN RESPECT OF THE NON-ASSIGNMENT OF THE CONTRACT
Following Completion, the Asset Buyer indemnifies the Seller against all Losses
incurred by the Seller under any Contract which arises or relates to the
performance or non-performance of the Contracts whether assigned or novated in
favour of the Asset Buyer or not.
7.6 EQUIPMENT LEASES
Following Completion, the Asset Buyer shall, subject to the consent of the other
parties to the Equipment Leases, accept an assignment or novation of all of the
Equipment Leases and assume full and on-going liability for all monies remaining
due and unpaid under the Equipment Leases whether by leasing installments,
residual payments or otherwise.
7.7 TRANSFER OF THE REAL PROPERTY LEASES
Following Completion, the Seller shall use reasonable endeavours to novate or
assign (with the written consent of each of the lessors and mortgagees (if any)
of the Real Property) as soon as practically possible the Real Property Leases
to the Asset Buyer.
8. LICENCES
8.1 TRANSFER
Following Completion, the Seller shall, to the extent that the Licences are
transferable, use all reasonable endeavours to transfer or cause to be
transferred to the Asset Buyer the Licences at the cost and expense of the Asset
Buyer.
8.2 FURTHER ACTS
If the Asset Buyer does not acquire good title to the Licences following the
actions described in clause 8.1, the Seller undertakes to do any further acts or
things reasonably requested by the Asset Buyer to effect a valid and effectual
transfer of the Licences within a reasonable time.
9. INDEMNITY
Following Completion, the Asset Buyer indemnifies the Seller in respect of all
liabilities arising and debts incurred connection with the Business and the
Assets.
10. DECLARATION OF TRUST
10.1 DECLARATION OF TRUST
The Seller hereby declares that on and from the Completion Date it holds and
will hold:
(a) the Specified Contracts;
(b) the Specified Licences;
(c) the Mining Licence when issued;
(d) the Employment Contracts;
(e) motor vehicles owned or leased by the Seller; and
(f) any other Assets received by, or Licences issued to, the Seller after the
Completion Date to the extent that they cannot be assigned, novated or
transferred to the Asset Buyer.
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upon trust for the Asset Buyer and agrees to account for benefits thereof and to
transfer and deal with all the rights attaching thereto in such manner as the
Asset Buyer shall from time to time direct.
10.2 INDEMNITY
The Asset Buyer will at all times following Completion indemnify and keep
indemnified the Seller against all liabilities which the Seller may incur by
reason of this declaration of trust. Without limiting the generality of the
foregoing, the Asset Buyer Specifically indemnifies and will keep indemnified
the Seller against all liabilities which the Seller may incur by reason of the
Specified Contracts and Specified Licences being so registered in the name of
the Seller.
11. MINING LICENCE
11.1 TENDER
Pursuant to the Asset Buyer's bid letter dated 2 August 1996 the Asset Buyer
tendered a Mining Cash Bidding Payment for the issue of the Mining Licence. The
State has consented to the issue of the Mining Licence to the Seller to hold on
trust absolutely for the Asset Buyer.
11.2 TRUST
The Seller hereby declares that it shall on and from the issue of the Mining
Licence hold the Mining Licence on trust for the Asset Buyer and hereby agrees
to account for all benefits therefrom and to transfer and deal with all rights
attaching thereto in such manner as the Asset Buyer shall from time to time
direct.
12. LAND
The Conditions set out in Annexure E will apply to this agreement so far as it
relates to the sale of the Land.
12A TRADE DEBTS
On Completion, the Seller shall transfer to the Asset Buyer completely and
unconditionally any Trade Debts owing to the Seller which the Asset Buyer
specifies to the Seller at the Completion Date.
13 ASSET BUYER'S WARRANTIES
13.1 ASSET BUYER'S WARRANTIES
The Asset Buyer represents and warrants to the Seller as at the date of this
agreement and as at Completion that:
(a) it has corporate power to enter into this agreement and has taken all
necessary action (including all shareholder approvals and Authorisations)
to authorise the execution, delivery and performance of this agreement;
(b) the agreement constitutes a legally valid and binding obligation of the
Asset Buyer enforceable in accordance with its terms; and
(c) the execution, delivery and performance of this agreement will not violate
any provision of:
12
(1) any law, regulation, order, rule or decree of any Governmental
Agency of the Commonwealth of Australia or any state or
territory or any recognised stock exchange on which its shares
or the shares of any related body corporate are listed;
(2) the memorandum or articles of association (or equivalent
constituent documentation) of the Asset Buyer; and
(3) any security agreement, deed, contract, undertaking or other
instrument to which the Asset Buyer is a party or which is
binding on it does not and will not result in the creation or
imposition of any security over any of its assets pursuant to
the provision of any such security agreement, deed, contract,
undertaking or other instrument.
13.2 ACKNOWLEDGMENT
The Seller acknowledges and agrees that in no event is it entitled to rescind
this agreement or claim damages under this agreement.
14 DUTIES, COSTS AND EXPENSES
14.1 PAYMENT OF DUTY
The Seller must pay:
(a) any Duty in respect of the execution, delivery and performance of this
agreement and any document entered into or signed under this agreement;
and
(b) any fine, penalty or other cost in respect of a failure to pay any Duty.
14.2 INDEMNITY
The Asset Buyer indemnifies the Seller against any amount payable under clause
14.1.
14.3 COSTS AND EXPENSES
Subject to clause 14.1, each party must pay its own costs and expenses in
respect of the negotiation, preparation, execution, delivery, stamping and
registration of this agreement or other document described in clause 14.1(a).
14.4 COSTS OF PERFORMANCE
Any action to be taken by a party in performing its obligations under this
agreement must be taken at its own cost and expense unless otherwise provided in
this agreement.
15. NOTICES
15.1 GENERAL
Any notice or other communication including, but not limited to, any request,
demand, consent or approval, to or by a party to this agreement:
(a) must be in legible writing and in English addressed as shown:
(1) if to the Seller: The Secretary,
Address: Xxxxxxxxx Power Corporation Ltd,
Xxxxxxxxxx Xxxx
Xxxxxxx Xxx 0000
Attention: Xx X. Xxxxx
13
Facsimile: (051) 35 3185;
(2) if to the Asset Buyer: Xxxxxxxxx Power Partnership
Address: C/-Xxxxxxxx Fox
000 Xxxxxxx Xxxxxx
Xxxxxxxxx, 0000
Attention: Xxxxxx Xxxxx
Facsimile: 9274 5111,
or as specified to the sender by any party by notice;
(b) where the sender is a company, must be signed by an Officer or under the
common seal of the sender;
(c) is regarded as being given by the sender and received by the addressee:
(1) if by delivery in person, when delivered to the addressee;
(2) if by post within Australia, 3 Business Days from and including the
date of postage; or
(3) if by facsimile transmission, when transmitted legibly to the
addressee,
but if the delivery or receipt is on a day which is not a Business Day
or is after 4.00 pm (addressee's time) it is regarded as received at
9.00 am on the following Business Day; and
(d) can be relied upon by the addressee and the addressee is not liable to
any other person for any consequences of that reliance if the addressee
believes it to be genuine, correct and authorised by the sender.
15.2 LEGIBILITY OF FACSIMILE TRANSMISSION
A facsimile transmission is regarded as legible unless the addressee telephones
the sender within 2 hours after the transmission is received or regarded as
received under clause 15.1(c)(3) and informs the sender that it is not legible.
16. GENERAL
16.1 GOVERNING LAW AND JURISDICTION
(a) This agreement is governed by the laws of Victoria. Each party
irrevocably submits to the exclusive jurisdiction of the courts of
Victoria.
(b) Each party irrevocably waives any objection to the venue of any legal
process on the basis that the process has been brought in an
inconvenient forum.
16.2 WAIVERS
(a) Waiver of any right arising from a breach of this agreement or of any
Power arising upon default under this agreement must be in writing and
executed by the party granting the waiver.
(b) A failure or delay in exercise, of:
(1) a right arising from a breach of this agreement; or
(2) a Power created or arising upon default under this agreement, does
not result in a waiver of that right or Power.
14
(c) A party is not entitled to rely on a delay in the exercise or non-
exercise of a right or Power arising from a breach of this agreement or
on a default under this agreement as constituting a waiver of that right
or Power.
(d) A party may not rely on any conduct of another party as a defence to
exercise of a right or Power by that other party.
(e) This clause 16.2 may not itself be waived except by writing executed by
the party granting the waiver.
16.3 VARIATION
A variation of any term of this agreement must be in writing and executed by the
parties.
16.4 FURTHER ASSURANCES
Each party must do all things, and execute all further documents, necessary to
give full effect to this agreement.
16.5 THIRD PARTY RIGHTS
No person other than a party to this agreement is intended to have any right,
power or remedy or derives or is intended to derive any benefit under this
agreement.
16.6 THIS AGREEMENT SUPERSEDES OTHERS
This agreement and the Share Sale Agreement embody the entire agreement between
the parties with respect to the subject matter of this agreement and supersede
any prior negotiation, arrangement, understanding or agreement with respect to
the subject matter or any term of this agreement.
15
EXECUTED by the parties as an agreement.
THE COMMON SEAL of XXXXXXXXX POWER
CORPORATION LTD
was affixed to this
document in the presence of:
/s/ Xxxxx X. Xxxxx /s/ Xxxxx X. Xxxxxx
______________________________ _____________________________
Secretary Director
Xxxxx X. Xxxxx Xxxxx X. Xxxxxx
______________________________ _____________________________
Name (please print) Name (please print)
SIGNED for XXXXXXXXX
PACIFIC PTY LIMITED by
its attorney in the presence of:
/s/ S.J.E. Uthmeyer /s/ Xxxxxx X. Xxxxxxxx
______________________________ _____________________________
Witness Attorney
Xxxxx X.X. Uthmeyer Xxxxxx X. Xxxxxxxx
______________________________ _____________________________
Name (please print) Name (please print)
SIGNED
for NATIONAL POWER
AUSTRALIA INVESTMENTS LTD
by its attorney in
the presence of:
/s/ S.J.E. Uthmeyer /s/ Xxx Xxxxxxx
______________________________ ____________________________
Witness Authorized Representative
Xxxxx X.X. Uthmeyer Xxx Xxxxxxx
______________________________ _____________________________
Name (please print) Name (please print)
16
SIGNED for AUSTRALIAN POWER
PARTNERS CV by its attorney
in the presence of:
/s/ Xxxxxx X. Xxxx /s/ Xxxxx Xxxxx
______________________________ _____________________________
Witness Attorney
Xxxxxx X. Xxxx Xxxxx Xxxxx
______________________________ _____________________________
Name (please print) Name (please print)
SIGNED for XXXXXXXXX
INVESTMENT COMPANY
PTY LIMITED by its attorney
in the presence of:
/s/ X.X. Xxxxxxxx /s/ X. Xxxxxx-Xxxx
______________________________ _____________________________
Witness Attorney
X.X. Xxxxxxxx X. Xxxxxx-Xxxx
______________________________ _____________________________
SIGNED for CISL (XXXXXXXXX) Name (please print)
PTY LIMITED by its attorney
in the presence of:
/s/ X.X. Xxxxxxxx /s/ Xxxxx Xxxxxx
______________________________ _____________________________
Witness Attorney
X.X. Xxxxxxxx Xxxxx Xxxxxx
______________________________ _____________________________
Name (please print) Name (please print)
ANNEXURE A
GENERATION LICENCE
GENERATION
LICENCE
issued to
XXXXXXXXX POWER CORPORATION LTD
ACN 065 381 204
OFFICE OF THE REGULATOR - GENERAL
GENERATION LICENCE
1. DEFINITIONS AND INTERPRETATION
1.1 In this licence, words and phrases appearing in italics have the meaning
ascribed to them in part 1 of schedule 1.
1.2 This licence must be interpreted in accordance with the rules set out in
part 2 of schedule 1.
2. GRANT OF LICENCE
2.1 The Office, in exercise of the powers conferred by section 162 and section
168 of the Act, licenses the Licensee to:
(a) generate electricity for supply and sale at; and
(b) supply and sell electricity generated at,
the licensed power station subject to the conditions set out in this
licence.
3. TERM
3.1 This licence takes effect on and from the date on which the first
allocation statement prepared in accordance with section 153B of the Act
becomes effective (31 January 1995).
3.2 The Office may at any time agree with the Licensee that this licence should
be revoked, in which case the term of this licence ends on the day agreed.
3.3 The Office may at any time give at least 20 business days notice of
revocation to the Licensee if the Licensee does not comply with an
enforcement order or an undertaking, and the Office decides that it is
necessary or desirable to revoke this licence in order to achieve the
policy objectives, in which case the term of this licence ends, subject to
clause 3.4, on the expiration of the period of the notice.
3.4 The term of this licence does not end at the expiration of the period of a
notice of revocation given under clause 3.3 if, before the expiration, the
Licensee complies with the enforcement order or the undertaking (as the
case may be).
4. OBLIGATION TO OFFER TO PROVIDE ANCILLARY SERVICES
4.1 Whenever requested to do so by Victorian Power Exchange, the Licensee must
state to Victorian Power Exchange the terms, which must be fair and
reasonable in the opinion of the Office, on which the Licensee will provide
ancillary services including, without limitation, automatic generation
control capability.
4.2 The Licensee must on request from Victorian Power Exchange provide
ancillary services of the kind specified in clause 4.1 on the terms stated
to Victorian Power Exchange pursuant to clause 4.1
4.3 In determining whether or not the terms on which the Licensee will provide
ancillary services are fair and reasonable, the Office will have regard to
clause 4.4 of the Tariff Order, which limits the amount which Victorian
Power Exchange may seek to recover
2
through Victorian Power Exchange's Pool fees for meeting the costs of
ancillary services provided to Victorian Power Exchange.
5. COMPLIANCE WITH CODES AND RULES
5.1 The Licensee must comply with applicable provisions of the Wholesale
Metering Code, the System Code, the Distribution Code and the Pool Rules.
5.2 Subject to any limitation on the Licensee's ability to do so under any of
the codes or rules referred to in clause 5.1, if the Licensee becomes
aware of a material breach of any of the codes or rules by the Licensee,
the Licensee must notify the Office of the material breach in accordance
with any guidelines issued by the Office or, in the absence of such
guidelines, as soon as practicable.
5.3 The Office may, on application of the Licensee, make a determination that
the provisions of any of the codes or rules referred to in clause 5.1 are
to apply in relation to the Licensee, either generally or in a particular
case or class of cases, as if a specified provision or provisions were
omitted or were modified or varied in a specified manner and, subject to
section 27 of the Office of the Regulator-General Xxx 0000, when such a
determination is made, the relevant code or rule applies accordingly.
5.4 An application by the Licensee under clause 5.3 must set out a draft of
the determination the Licensee seeks.
5.5 If:
(a) the Office has received an application from the Licensee for a
determination under clause 5.3 and Victorian Power Exchange has
received a copy of the application; and
(b) at the end of 20 business days after the day on which the later of
those two events occurred the Office has not:
(1) made a determination; or
(2) advised the Licensee that a determination will not be made,
then the Office will be deemed to have made a determination in the form of
the draft determination set out in the application.
6. ENERGY TO BE SOLD THROUGH THE POOL
The Licensee must ensure that all electricity generated at a power station
forming part of the licensed power station is dealt with in one or a
combination of the following ways:
(a) sold through the Pool in accordance with the Pool Rules; or
(b) consumed by the Licensee in the operation of plant or equipment which
is:
(1) necessary for the generation of electricity at the power
station; or
(2) used in mining activities at an open cut mine where the majority
of the coal produced at the mine is used in the generation of
electricity at the power station; or
3
(3) used in activities conducted solely at the power station or the
open cut mine referred to in paragraph (2) relating to the
operation or maintenance of the power station or that open cut
mine; or
(4) used in activities relating to the management of the Licensee
conducted solely at the power station or on land belonging to
the Licensee which is adjacent to the power station; or
(c) consumed in a manner approved by the Office after consultation with
all persons holding a licence issued under part 12 of the Act.
For the purposes of paragraph (b)(4), the reference to the power station
and land adjacent to the power station will be taken not to include any
land acquired by the Licensee after 1 July 1996.
7. STANDARDS AND PROCEDURES
7.1 At the written request of the Office, the Licensee must participate to the
extent specified by the Office in the development, issue and review of any
standards and procedures specified by the Office.
7.2 The Licensee must in accordance with guidelines published by the Office
under the Office of the Regulator-General Xxx 0000, or as directed by the
Office, report to the Office on its performance against applicable
standards and procedures.
7.3 If the Office considers that:
(a) the Licensee has failed to comply with clause 7.1; or
(b) standards and procedures applicable to the Licensee have been shown
to be insufficient to prevent abuses by the Licensee of any monopoly
power it enjoys,
the Office may issue standards and procedures applicable to the Licensee
and with which the Licensee must comply.
8. ACCOUNTS
The Licensee must ensure that its accounts are prepared in accordance with
guidelines set by the Office, and must maintain its accounting records
accordingly.
9. PROVISION OF INFORMATION TO VICTORIAN POWER EXCHANGE
9.1 Following a request in writing from Victorian Power Exchange, the Licensee
must provide to Victorian Power Exchange such documents or information as
Victorian Power Exchange may reasonably require to perform its functions
and exercise its powers under the Act.
9.2 A question as to the reasonableness of a requirement by Victorian Power
Exchange for documents or information as contemplated by clause 9.1 shall
be decided by the Office on the basis of the Office's opinion of the
reasonableness of the requirement.
9.3 If a document or information is provided to Victorian Power Exchange
following a request under clause 9.1, Victorian Power Exchange must only
use the document or information for the purpose for which it was provided
and must not disclose the
4
document or information to any other person except to the Office under
Victorian Power Exchange's Wholesale Electricity Market and Transmission
Licence, or as required by a law or the lawful requirement of a government
or government authority or with the agreement of the Licensee. If
Victorian Power Exchange is required to disclose a document or information
provided to Victorian Power Exchange following a request under clause 9.1
to the Office or by law or the lawful requirement of a government or
government authority, then Victorian Power Exchange must notify the
Licensee before so disclosing the document or information.
10. PROVISION OF INFORMATION TO THE OFFICE
The Licensee must provide to the Office, in the manner and form decided by
the Office such information as the Office may from time to time require.
11. PAYMENT OF LICENCE FEES
11.1 The Licensee must pay the fees and charges in respect of this licence
determined by the Minister under section 163(4) of the Act.
11.2 The licence fee determined by the Minister under section 163(4) of the Act
in respect of this licence must be paid in four equal installments on the
last days of January, April, June and October in each year in the manner
notified to the Licensee by the Office.
11.3 A fee or charge determined by the Minister under section 163(4) of the Act
in respect of this licence (other than the licence fee referred to in
clause 11.2) must be paid at the times and in the manner notified to the
Licensee by the Office.
12. ADMINISTRATOR
12.1 If an administrator is appointed to the Licensee's business under section
166 of the Act, the administrator must exercise its functions and powers
in such a manner as may be specified by the Office in the instrument of
appointment.
12.2 The Licensee is responsible for the acts and defaults of the
administrator.
13. COMPLIANCE WITH LAWS
The Licensee must comply with all applicable laws including but not
limited to the Tariff Order.
14. VARIATION
14.1 This licence may be varied in accordance with:
(a) the procedures specified in section 164 of the Act; or
(b) section 167(8) of the Act; or
(c) clause 14.2 or 14.3.
14.2 The Office may, if it considers it expedient, vary this licence to provide
for arbitration of disputes between the Licensee and other persons
regarding the terms and conditions of access to any essential facilities
in the Victorian electricity supply industry.
14.3 The Treasurer of the State of Xxxxxxxx xxx, by notice to the Licensee,
vary the conditions of this licence at any time prior to completion
occurring under a contract for the sale of
5
all of the issued shares in the Licensee by the State Electricity
Commission of Victoria and the nominees of the State Electricity
Commission of Victoria.
5. TRANSFER OF LICENCE
This licence may be transferred in accordance with section 167 of the Act.
6. COMMUNICATIONS
6.1 Unless the context otherwise requires, a communication must be in writing.
6.2 A communication is to be regarded as having been given by the sender and
received by the addressee:
(a) when delivered in person to the addressee;
(b) 3 business days after the date of posting, if the communication is
posted within Australia;
(c) 7 business days after the date of posting, if the communication is
posted outside Australia; or
(d) when, according to the sender's transmission report, received by
facsimile transmission by the addressee.
7. GENERATOR CO-INSURANCE SCHEME AND SUPPORT ARRANGEMENTS
7.1 The Licensee must, by 30 June 1995, enter into a contract entitled
Generator Co-Insurance Scheme contract in a form certified by the Minister
and expiring no later than 30 September, 1996.
7.2 The Licensee must enter into deed entitled "ETSA Contract: Generator
Contribution Deed" with Generation Victoria in a form certified by the
Minister if directed by the Minister in writing to do so.
7.3 The Licensee must enter into a deed entitled "ETSA Contract: Generator
Contribution Deed" with Xxx Xxxx Power Limited (ACN 065 381 240) in a form
certified by the Minister if directed by the Minister in writing to do so.
7.4 The Licensee must enter into a deed entitled "ETSA Contract: Generator
Contribution Deed" with Southern Hydro Limited (ACN 065 325 091) in a form
certified by the Minister if directed by the Minister in writing to do so.
7.5 The Licensee must enter into a deed entitled "ETSA Contract: Generator
Contribution Deed" with Energy Brix Australia Corporation Pty Ltd
(ACN 074 735 833) in a form certified by the Minister if directed by the
Minister in writing to do so.
7.6 The Licensee must enter into a deed entitled "ETSA Contract: Generator
Contribution Deed" with the State Electricity Commission of Victoria (in
its capacity as IOA Trader) in a form certified by the Minister if
directed by the Minister in writing to do so.
7.7 The Licensee must enter into a deed entitled "ETSA Contract: Generator
Contribution Deed" with the State Electricity Commission of Victoria (in
its capacity as LYB Trader) in a form certified by the Minister if
directed by the Minister in writing to do so.
7.8 The Licensee must enter into a deed entitled "IOA Trader: Support Deed"
with the State Electricity Commission of Victoria (in its capacity as IOA
Trader) in a form certified by the Minister if directed by the Minister in
writing to do so.
6
7.9 The Licensee must enter into a deed entitled "ETSA Contract: SECV Shell
Contribution Deed" with the State Electricity Commission of Victoria (in
its capacity as IOA Trader) in a form certified by the Minister if
directed by the Minister in writing to do so.
7.10 The Licensee must enter into a deed entitled "ETSA Contract Support
Agreement" with the State Electricity Commission of Victoria (in its
capacity as IOA Trader) in a form certified by the Minister if directed by
the Minister in writing to do so.
COMMON SEAL of )
OFFICE OF THE )
REGULATOR-GENERAL )
affixed pursuant to )
authority of the Office )
31 January 1995 )
XXXXX X. XXXXX
Regulator-General
7
SCHEDULE 1: DEFINITIONS AND INTERPRETATION
8. DEFINITIONS
In this licence:
8.1 "Act" means the Electricity Industry Xxx 0000;
(a) "administrator" means an administrator appointed by the Office
under section 166 of the Act in respect of the business carried on
by the Licensee under this licence;
(b) "business day" means a day on which banks are open for general
banking business in Melbourne, excluding a Saturday or Sunday;
(c) "communication" means any notice, agreement, consent, direction,
representation, advice, statement or other communication required
or given pursuant to or in connection with this licence;
(d) "customer" means a person, other than a retailer, who buys or
wishes to buy electricity directly through the Pool or from a
retailer;
(e) "distribute", in relation to electricity, means to distribute
electricity using a distribution system;
(f) "Distribution Code" means the code of that name dated 3 October
1994 which:
regulates:
(1) the supply of electricity to or from distributors'
distribution systems; and
(2) the way in which customers' electrical installations affect
the distribution system to which they are connected; and
(3) is certified by the Office;
(g) "distribution licence" means a licence to distribute and supply
electricity granted under section 162 of the Act;
(h) "distribution system" means in relation to a distributor a system
of electric lines (generally at nominal voltage levels of 66kV or
below) which that distributor is licensed to use to distribute
electricity for supply under its distribution licence.
(i) "distributor" means a holder of a distribution licence or a person
who has been exempted from (?????) requirement to obtain a
distribution licence under section 160 of the Act;
(j) "electrical installation" means any electrical equipment at a
customer site that is not part of a distributor's electrical
system;
(k) "electricity transmission system" means a transmission system in
Victoria (generally at nominal voltage levels of 66kV or above),
which the holder of a transmission licence may use to transmit
electricity;
(l) "enforcement order" means a provisional or final order made and
served by the Office under section 35 of the Office of the
Regulator-General Xxx 0000;
(m) "generation licence" means a licence to generate electricity for
supply or sale granted under section 162 of the Act;
8
(n) "generator" means a holder of a generation licence or a person who has
been exempted from requirement to obtain a generation licence under
section 160 of the Act;
(o) "licensed power station" means Xxxxxxxxx power station;
(p) "licensee" means Xxxxxxxxx Power Corporation Ltd ACN 065 381 204;
(q) "Minister" means the person who is the Minister for the purposes of
section 163(4) of the Act;
(r) "Office" means the Office of the Regulator-General under the Office of
the Regulator-General 1994;
(s) "policy objectives" means the objectives specified in section 157 of the
Act and section 7 of the Office of the Regulator-General Xxx 0000 and,
to the extent the context requires, in a statement (????) government
policy under section 10 of the Office of the Regulator-General Xxx 0000;
(t) "Pool" means the market for wholesale trading in electricity operated
and administered by Victorian Power Exchange;
(u) "Pool Rules" means rules prepared by Victorian Power Exchange and
certified by the Office relating to, among other things, the operation
and administration of the Pool;
(v) "Retailer" means a holder of a retail licence or a person who has been
exempted from the requirement to obtain a retail licence under section
160 of the Act;
(w) "Retail licence" means a licence to sell electricity otherwise than
through the Pool granted under section 162 of the Act;
(x) "Standards and procedures" means overall performance standards which are
issued by the licensee under clause 7.1 or by the Office under clause
7.3;
(y) "Supply", in relation to electricity, means the delivery of electricity;
(z) "System Code" means the code prepared by Victorian Power Exchange and
certified by the office relating to, among other things:
the achievement of a secure system;
the operation of an electricity transmission system and
equipment connected to an electricity transmission system;
design and technical requirements for connection to an
electricity transmission system and quality of supply standards
which apply at points of connection to an electricity
transmission system; and
technical performance requirements that are placed on
generators, distributors and certain customers;
(aa) "Tariff Order" means the Victorian Electricity Supply Industry Tariff
Order made under section A of the Act;
(bb) "Transmission licence" means a licence to transmit electricity granted
under section 162 of the Act.
(cc) "Transmit", in relation to electricity, means to transfer electricity in
bulk;
(dd) "Undertaking" means an undertaking given by the Licensee under section
35(5)(a) of the Office of the Regulator-General Xxx 0000;
9
(ee) "Wholesale Metering Code" means the code prepared by Victorian Power
Exchange and certified by the Office relating to, amongst other things,
the provision of metering of electrical energy transfers used in
connection with wholesale trading of electricity in the Pool; and
(ff) "writing" includes any mode of representing or reproducing words,
figures, drawings or symbols in a visible form.
9. INTERPRETATION
In this licence, unless the context otherwise requires:
(a) headings are for convenience only and do not affect the interpretation of
this licence;
(b) words importing the singular include the plural and vice versa;
(c) words importing a gender include any gender;
(d) an expression importing a natural person includes any company, partnership,
trust, joint venture, association, corporation or other body corporate and
any governmental agency;
(e) a reference to a condition, clause, schedule or part is to a condition,
clause, schedule or part of this licence;
(f) a reference to terms of an offer or agreement is to terms, conditions or
provisions thereof;
(g) a reference to any statute, regulation, proclamation, order in council,
ordinance or by-law includes all statutes, regulations, proclamations,
order in council, ordinances or by-laws varying, consolidating, re-
enacting, extending or replacing them and a reference to a statute includes
all regulations, proclamations, orders in council, ordinances, by-laws and
determinations issued under that statute ;
(h) a reference to a document or a provision of a document includes an
amendment or supplement to, or replacement or novation of, that document or
that provision of that document;
(i) a reference to a person includes that person's executors, administrators,
successors, substitutes (including, without limitation, persons taking by
novation) and permitted assigns;
(j) when italicised, other parts of speech and grammatical forms of a word or
phrase defined in this licence have a corresponding meaning;
(k) a period of time:
(1) which dates from a given day or the day of an act or event is to be
calculated exclusive of that day; or
(2) which commences on a given day or the day of an act or event is to be
calculated inclusive of that day; and
(l) an event which is required under this license to occur on or by a
stipulated day which is not a business day may occur on or by the next
business day.
ANNEXURE B
MINING LICENCE
ELECTRICITY INDUSTRY XXX 0000
MINING LICENCE NO 5004
This mining licence is granted to XXXXXXXXX POWER CORPORATION LIMITED X/-XX XXX
000 XXXXXXX 0000. This licence is granted under section 47A of the Act, for a
term of thirty years from the date of issuing this licence by the Generation
Council.
This licence is subject to the following Conditions and Schedule of Conditions
attached:-
1. The authority given under this licence applies only within the land
indicated on the attached plan and is subject to the depth
restrictions, if any, indicated on that plan under Section 15(9) or
16(5) of the Mineral Resources Development Xxx 0000.
2. The licensee must keep a copy of -
(a) this licence; and
(b) any approved work plan or approved variation to a work plan; and
(c) any registered authority to commence work at a location near the
licensed area;
so that an Inspector and any other authorised officer can readily
inspect them.
3. On receiving a registered authority to commence work, the licensee
must notify an Inspector of Mines and if required by that Inspector
must arrange an on-site briefing for any people the Inspector may
nominate.
4. On discovering additional economic deposits of minerals, the licensee
must report the occurrence to the Minister giving the estimated size,
grade, suitability for mining, and an estimate of value at the time of
discovery.
5. Pursuant to Section 47A of the Electricity Industry Act 1993 the work
plan, including the rehabilitation plan and the authority to commence
work are deemed to be registered from the date of issuing of this
licence by the Governor in Council.
Department of PLAN OF AREA
Energy and APPLIED FOR ON LICENCE
Minerals under Mineral Resources Development Xxx 0000 MIN. NO 5004
Xxxxxxxxx Power Corporation Ltd.
-------------------------------------------------------------------------------
SHIRE OF LATROBE TOTAL AREA +/- 2725 Hectares
NET AREA Hectares
-------------------------------------------------------------------------------
[MAP APPEARS HERE]
*General Location Plan (Subject to survey
*Land Ownership Detail Not Shown
*Xxxxxxxxx Power Station Excluded from this Licence
SCHEDULE OF CONDITIONS
MINING LICENCE NO. 5004
1. WORK PLANS & ENVIRONMENTAL MANAGEMENT
1.1 Work shall be carried out in accordance with the aproved work plan,
(incorporating a rehabilitation plan) as amended from time to time in
accordance with the Mineral Resources Development Xxx 0000 (MRD Act). Where
any inconsistency occurs between the work plan and other licence conditions
or regulations, the licence conditions and regulations have precedence.
1.2 The licensee shall, within 60 days of being requested by the Executive
Director, Minerals and Petroleum of the Department of Natural Resources and
the Environment, submit a report on the status of work as per Schedule 14
of the MRD Act.
1.3 An Environmental Review Committee (ERC) shall be formed, comprising
appropriate representatives from the Department of Natural Resources and
the Environment (DNRE), representatives of the licensee, the Environment
Protection Authority, the responsible water authority and a representative
of the Minister responsible for the Water Xxx 0000, the LaTrobe Council and
any other relevant agency with an interest or control over the site or
operations. The community shall also be represented, with nominations to
come from the LaTrobe Council. Up to two community representatives may be
selected for renewable fixed terms. The ERC shall be convened at least once
in every 6 months to review environmental effects of the project.
1.4 Results of environmental monitoring conducted under the Environmental
Monitoring Program (EMP) shall be regularly reported to the ERC in a format
agreed to by the Committee to enable it to assess environmental
performance.
1.5 The ERC may from time to time recommend variations to the EMP and licence
conditions where appropriate. Any variations to the EMP as accepted by the
licensee and DNRE shall be registered as a variation to the work plan and
shall be implemented.
2. FENCING AND SECURITY
2.1 Where public access ia a safety hazard within the mining licence, the
licensee must fence and signpost the area to ensure public safety is
maintained.
2.2 When directed by an Inspector of Mines (hereinafter referred to as an
Inspector), a fence or fences shall be erected around specified work site
areas to a written specification which may include time limits. Gates of a
similar standard shall be provided when directed. Gates and fences shall be
maintained during the term of the licence to the satisfaction of an
Inspector.
3. ROADS
3.1 Internal roads additional to those shown in the working plan shall be sited
as approved or directed by an Inspector after consultation with the
Department of Natural Resources and the Environment in the case of Crown
land.
3.2 Subject to the approval of the Mine Manager and appropriate site induction
any such road may be used:
(a) Officers of or persons authorized by the DNRE or employees or persons
engaged in fire control. (Mine Managers approval not required by
authorised fire fighters in an emergency provided they are under the
supervision of a mine employee).
(b) for the extraction of forest produce or for mining purposes by any
other licensee under the XXX Xxx 0000 or Xxxxxxx Xxx 0000 (or any
successor legislation) under such conditions as may be determined by
agreement between the parties concerned; and
(c) by the landowners or their agents where the licence covers private
land.
4. SURFACE DISTURBANCE
4.1 The area of surface disturbance must be kept to a minimum.
4.2 Adequate provision shall be made for the separate stockpiling or immediate
utilisation for rehabilitation of any soils. These materials, if stored,
are to be stored in neat and tidy dumps not exceeding 2 metres in height
and such dumps are to be protected from erosion.
4.3 No area shall be opened up for exploration, mining and ancillary
operations,except where approved as part of the approved work plan.
4.4 Where the licence covers Crown land, all surface activity may be subject to
compliance with the Xxxxxxx Xxx 0000 and Regulations.
4.5 Where the licence covers private land, such fire fighting equipment and
appliances shall be kept on site in working order as may be required by the
County Fire Authority. With respect to public land, the Forest Fire
Regulations 1992 require the provision of fire fighting equipment and the
provision of spark arrestors on engine powered equipment.
4.6 Burning of any timber at the site shall be done in accordance with any
requirements of the Local Municipality, DNRE and the Country Fire
Authority.
5. DRAINAGE AND DISCHARGE CONTROL
5.1 Any discharges from the licence area shall be minimised and any water
discharged must be as free as possible of pollutants, save as provided by
any licence issued pursuant to the Environment Protection Act.
5.2 All discharges shall meet the standards required under the State
Environment Protection Policies under the Environment Protection Xxx 0000.
5.3 Sediment retention structures, including dams, shall be constructed in
accordance with the approved work plan. An Inspector may also direct such
works to be undertaken, where necessary, to control drainage from any
disturbed area.
5.4 Rainfall and other natural waters shall be diverted away from works area so
as to control erosion, pursuant to Condition 7. However, such works shall,
as far as practicable, not cause undue alteration to the general drainage
pattern beyond the licensed area.
6. TAILING DAMS
6.1 All proposed work associated with the construction of tailing dams or other
tailing impoundment areas, shall be subject to written approval by the
Chief Administrator (or his delegate) following certification by an
approved geotechnical engineer.
7. GROUNDWATER
7.1 Any aquifer dewatering and/or depressurisation must be carried out in
accordance with the conditions specified in the Groundwater Licence issued
by the Minister responsible for the Water Xxx 0000.
7.2 A monitoring program consistent with the programs previously carried out by
the State Electricity Commission of Victoria and Generation Victoria to
determine the impacts of dewatering/depressurisation both on site and
regionally must be maintained to the satisfaction of an Inspector and the
responsible Minister under the Xxxxx Xxx 0000 or his delegate.
The licensee shall ensure that results of the monitoring program are
reported to the responsible Minister under the Xxxxx Xxx 0000 or his
delegate and the Environmental Review Committee annually and at whatever
times required by the Groundwater Licence.
7.3 In the event that the monitoring program in 7.2 indicates material adverse
impacts beyond those evident at the date of issue of the licence which are
attributable to the dewatering/depressurisation by the licensee after the
date of issuing of the licence then the licensee must institute such
reasonable remedial action as may be required by the Inspector and the
responsible Minister under the Xxxxx Xxx 0000 or his delegate to ameliorate
these effects, proportionate to the licensee's contribution.
7.4 For the purposes of 7.3 material adverse impacts comprise effects on
aquifers in the LaTrobe Valley such that the interests of other users
are materially prejudiced or subsidence on a significant scale occurs as
a direct result of ground water extraction which materially adversely
affects private property or public lands.
7.5 Any remedial action under 7.3 must be to the satisfaction of the
Inspector and the responsible Minister under the Water Xxx 0000 or his
delegate.
8. EROSION
8.1 The licensee shall undertake all necessary works to ensure that the
potential for erosion of land affected by mining is minimised.
8.2 Should erosion occur, the licensee shall take all practical steps to
minimise the erosion to the satisfaction of an Inspector.
9. HYDROCARBONS
9.1 Storage of hydrocarbons shall be undertaken in general accordance with
AS 1940. Bunding or other methods to the satisfaction of an Inspector,
capable of containing 125% of the maximum volume stored, shall be
constructed around all fuel and lubricant storage facilities.
9.2 Any drainage from an area that may be subject to hydrocarbon spillage,
such as a machinery maintenance area, shall be free from hydrocarbon
contamination and directed to a sump or interceptor trap.
10. DUST EMISSIONS
10.1 Dust control measures must be in place to minimise dust generation so
that detriment is not caused to surrounding areas and residents.
10.2 Dust resulting from all operations including extraction, loading,
transport and stockpiling shall be controlled to the satisfaction of an
Inspector. The licensee must install any dust control measures to the
satisfaction of an Inspector.
11. NOISE
11.1 Precautions to the satisfaction of an Inspector shall be taken to ensure
that noise emissions comply with the provisions of any regulations under
the MRD Act as they relate to noise exposure to workmen. Noise emissions
measured at any residence within the vicinity of the licensed area shall
comply with limits set using the procedures described in State
Environment Protection Policy No. N1 (SEPPN-1) or any other limit set
under the Environment Protection Act where SEPP N-1 is not applicable.
11.2 The mines are permitted to operate 24 hours per day 7 days per week.
12. PARKING AREAS
Parking areas are to be provided within the licensed area for all
vehicles used in connection with the operation, including private
vehicles used by employees and visitors.
13. DERELICT AND REDUNDANT PLANT
All derelict and redundant plant, vehicles, machinery and equipment
shall be either:
. removed from the licensed area and deposited at an appropriate
waste disposal site; or
. properly stored/stockpiled on the licensed area in a location
and manner approved by an Inspector.
14. BUFFER ZONES AND VISUAL SCREENING
14.1 No excavation shall take place within 20 metres of the licence boundary,
except that this requirement shall not apply with respect to any common
licence boundary with an adjacent mining licence.
14.2 Existing vegetation outside of the area subject to surface disturbance
shall be preserved and maintained provided due regard is taken of fire
protection arrangements.
14.3 The licensee shall supplement existing vegetation by additional planting
to provide a screen for mining and allied operations as required by the
rehabilitation plan and any additional plantings as required by an
Inspector. The fire protection at the site shall be considered.
14.4 Unless otherwise approved by an Inspector, the licensee shall take
precautions to ensure that no species inconsistent with the surrounding
vegetation are introduced to the area.
15. PROGRESSIVE REHABILITATION
15.1 Progressive reclamation will be conducted as per the rehabilitation
plan. In addition, any further rehabilitation work will be carried out
at the direction of an Inspector.
15.2 As and when directed by an Inspector of Mines, despite any compensation
agreements between the licensee and the owner of any private land in the
licence, the licensee shall undertake progressive reclamation of land
on the area subject to surface disturbance.
16. FINAL REHABILITATION
16.1 Final reclamation will be in accordance with the rehabilitation plan and
any additional requirements as directed by an Inspector.
16.2 Failure to complete works in accordance with the rehabilitation plan or
in accordance with the directions of an Inspector, shall constitute
grounds upon which the rehabilitation bond may be forfeited either in
whole or in part in accordance with Section 83 of the MRD Act.
17. HERITAGE SITES
17.1 Any significant historic sites or relics that are to be removed shall be
accurately mapped and documented prior to the commencement of any mining
or allied operations. Such documentation shall be made available to the
relevant section of the Department of Natural Resources and the
Environment.
17.2 Tenure of this licence does not exempt the holder from the following
provisions of the Archaeological and Aboriginal Relics Preservation Xxx
0000:
Section 21(1) - "A person who wilfully or negligently defaces or damages
or otherwise interferes with a relic or carries out an act likely to
endanger a relic shall be guilty of an offence against this Act"; and
Section 23(1) - "A person who discovers a relic shall forthwith report
the discovery .... unless he has reasonable grounds to believe that the
relic is recorded in the register ....". Reports in compliance with
Section 23(1) should be submitted to:
The Director
Aboriginal Affairs Victoria
Department of Human Services
0xx Xxxxx
000 Xxxxxxxx Xxxxxx
XXXXXXX XXX 0000
(Telephone (00) 0000 0000)
18. BUILDINGS
18.1 No buildings shall be erected before any relevant building permits have
been obtained.
18.2 All fixed plant and buildings shall be painted or surface treated in a
colour to blend with the surroundings to the satisfaction of an
Inspector in consultation with the local municipality and in the case of
Crown land, Department of Natural Resources and the Environment.
19. ROYALTY
19.1 Each mining company must pay to the Minister for payment to the
consolidated Fund in each financial year an amount equal to the
prescribed amount in respect of each gigajoule unit of coal produced
from its xxxxx coal workings in the State and used or sold by the
company in the last preceding financial year.
19.2 For the purposes of 19.1, a gigajoule unit of coal is a quantity of coal
which, when mined, has a net wet specific energy content of 1 gigajoule.
19.3 The net wet specific energy content of coal produced by a company from
its xxxxx coal workings and used or sold by the company in a financial
year shall be calculated in such manner and in accordance with such
method of sampling as is agreed to by the Minister and the company or as
is, in default of the agreement, determined by the Governor in Council.
19.4 For the purposes of 19.1, the prescribed amount shall be the amount
derived by multiplying $0.0239 by
Awhere-
-
B
A is the consumer price index number in respect of the
relevant quarter; and
B is the consumer price index in respect of the quarter
ending on 30 June 1993.
19.5 The payment of the amount to the Minister under 19.1 shall be made in
accordance with the Mineral Resources (Royalties) Regulations 1991.
19.6 In this section-
"CONSUMER PRICE INDEX NUMBER" means the all groups consumer price index
number for Melbourne published by the Commonwealth Statistician in
respect of the quarter ending on 30 June in each year or, if that
statistic is no longer calculated, the nearest substitute for it;
"RELEVANT QUARTER" means the quarter ending on 30 June immediately
preceding the financial year in relation to which the prescribed amount
is being calculated.
20. REHABILITATION BOND
20.1 The licensee shall lodge with the DNRE a rehabilitation bond as
described in Section 80(1) of the Act when required in accordance with
these conditions. The bond must be lodged in the form of a bank
guarantee issued by a bank licensed under the Banking Xxx 0000 (Cth).
20.2 The licensee shall be required to lodge that bond upon the licensee
ceasing to be a State Owned Corporation and upon being directed to do so
by the Minister for Agriculture and Resources.
20.3 The level of this bond has initially been assessed at $15 million.
21. APPLICATION OF REGULATIONS
21.1 The Mineral Resources (Health and Safety for large Open Cut Mines)
Regulations 1995 will apply to the licensee.
21.2 A subsequent Regulations issued under the act will also apply.
AUTHORITY TO COMMENCE WORK
Xxx 00 xx xxx XXX Xxx 0000
MINING LICENCE NUMBER: Mining Licence 5004
NAME(S) OF LICENSEE(S): Xxxxxxxxx Power Corporation Ltd
ADDRESS(S) OF LICENSEE(S): XX Xxx 000 Xxxxxxx Xxx 0000
AREA TO WHICH AUTHORITY As per workplan dated 1.6.95
TO COMMENCE WORK RELATES:
LOCATION OF LICENCE La Trobe Valley
AN AUTHORITY TO COMMENCE WORK IS HEREBY GRANTED
___________________________
| |
| Date of Registration |
| ___/_____/___/ |
| |
| Time of Registration |
| _________am/pm |
| |
| MINING REGISTRAR |
| MRDA 1990 |
|_________________________|
ANNEXURE C
GROUNDWATER LICENCE
DRAFT HAZELWOOD LICENCE
________________________________________________________________________________
XXXXX XXX 0000
SECTION 51
GROUNDWATER LICENCE NO 20027412
(LICENCE TO TAKE AND USE GROUNDWATER)
OBJECTIVE
The objective of this licence is to allow the efficient depressurising of the
Morwell open cut mine whilst minimising adverse impacts on the Gippsland
Groundwater Basin.
DEFINITIONS
In this licence-
"MINING LICENCE" means a mining licence issued under the provisions of the
Electricity Industry Xxx 0000.
"APPROVED WORK PLAN" means the mining licence work plan applicable to Mining
Licence No 5004
"REGIONAL MONITORING PROGRAM" means the monitoring program described in Part B
of the approved work plan.
"REHABILITATION PLAN" means a rehabilitation plan approved under the provisions
of the Electricity Industry Xxx 0000.
PREAMBLE
The extraction of groundwater for the purpose of achieving safe and stable
conditions in the Morwell open cut mine is authorised under this Groundwater
Licence issued by the Minister responsible for the Xxxxx Xxx, 0000. The
administration of the licence may be delegated by the Minister to the Gippsland
and Southern RURAL Water Authority
The extraction of groundwater at mine sites in the Latrobe Valley results in a
regional cone of depression of the groundwater and in ground subsidence.
The monitoring and reporting of regional groundwater and land level trends is to
be carried out by the licensee as part of the approved work plan under the
Mining Licence.
The Minister or his delegate may set annual charges under this licence to
recover the costs incurred in:
. ensuring compliance with licence conditions;
. assessing and reviewing the regional monitoring program; and
. managing and administering the licence.
LICENCE AUTHORISATION
DRAFT HAZELWOOD LICENCE
________________________________________________________________________________
XXXXXXXXX POWER CORPORATION LIMITED OF XX XXX 000 XXXXXXX 0000 is authorised to
take and use groundwater subject to the following conditions:
1. This licence is valid for a period of thirty years from 1 September 1995
2. The licensee is authorised to take and use groundwater to facilitate mining
for coal and generation of electrical energy and purposes incidental
thereto.
3. The licensee is authorised to extract groundwater from the aquifers at
quantities and during the times specified in the First Schedule or on
application by the licensee such other quantities and during such other
times as from time to time approved by the Minister or his delegate.
4. The licensee may vary the maximum monthly rate of extraction from any
particular aquifer or the maximum annual volume to be extracted from any
particular aquifer provided that the total monthly rate of extraction and
the total annual volume from all aquifers is not exceeded and shall report
at monthly intervals such variations as they occur to the Minister or his
delegate.
5. The licensee may only take and use groundwater under this licence on the
land with respect to which the licensee holds a mining licence for the
Xxxxxxxxx Power mine.
6. Annual fee at date of issue $19,300.
7. The licensee shall pay annual charges for the forthcoming year due under
the licence in quarterly installments or on an annual basis as agreed
between the licensee and the Minister or his delegate.
8. The licensee shall meter all groundwater extractions and shall keep an
accurate record of the quantity of groundwater taken or used under this
licence and allow the Minister or his delegate to inspect this record
during normal business hours and to provide a copy of such record to the
Minister or his delegate within seven days of a notice given by post to the
licensee at the address contained in this licence.
9. The licensee shall provide to the Minister or his delegate annually details
of the location of each bore from which groundwater is extracted under this
licence.
10. By the issue of this licence the Minister or his delegate in no way accepts
any liability for injury to any party arising as a consequence of any
adverse effects that may be deemed to have been caused by the extraction of
groundwater under the licence.
11. The licensee shall compensate any person whose existing authorised use of
water is adversely and materially affected by the taking of water under
this licence. The
DRAFT HAZELWOOD LICENCE
________________________________________________________________________________
compensation may be either financial or may be constituted by the making
available of, or granting access to, water. If the licensee is unable to or
unwilling to make compensation by the making available of or granting
access to water in the quantities previously enjoyed by the person so
affected then the amount of financial compensation payable shall be that as
determined by a Valuer nominated by the President of the Victorian Division
of the Australian Institute of Valuers and Land Economists (Inc)
12. The licensee shall undertake a regional monitoring program of the nature
scope and extent as that previously undertaken by the State Electricity
Commission of Victoria as detailed in the approved work plan and the
information is to be provided on request to the Minister or his delegate
and as required under the work plan.
13. All information obtained from the regional monitoring program belongs to
the generation companies, the State Electricity Commission of Victoria and
the Minister jointly.
14. The licensee must maintain the existing data bases, and undertake
additional work that may be required from time to time by the Minister or
his delegate to maintain the effectiveness of the regional monitoring
program.
15. If the licensee fails to provide the information required under condition
12 the Minister or his delegate may undertake any necessary work to obtain
the information and recover the costs of such work from the licensee.
16. The regional monitoring program and any remedial measures must be
incorporated in the approved work plan and the rehabilitation plan to the
satisfaction of the Minister or his delegate.
17. The licensee shall comply with the provisions in its mining licence,
approved work plan and the rehabilitation plan dealing with the regional
monitoring program and remedial action.
XXXXXXX XXXX XXXXXXXX
MINISTER FOR AGRICULTURE AND RESOURCES
DATE
DRAFT XXXXXXXXX LICENCE
________________________________________________________________________________
FIRST SCHEDULE
____________________________________________________________________________
M1 AQUIFER M2 AQUIFER
YEAR _____________________________________________________ TOTAL ANNUAL
RATE OF ANNUAL VOLUME RATE OF ANNUAL VOLUME
EXTRACTION ML EXTRACTION VOLUME ML
ML/MONTH ML/MONTH ML
____________________________________________________________________________
1996 367 3,212 1,640 19,680 22,892
____________________________________________________________________________
1997 367 3,212 1,640 19,680 22,892
____________________________________________________________________________
1998 367 3,212 1,640 19,680 22,892
____________________________________________________________________________
1999 367 3,212 1,640 19,680 22,892
____________________________________________________________________________
2000 367 3,212 1,640 19,680 22,892
____________________________________________________________________________
2001 367 3,212 1,640 19,680 22,892
____________________________________________________________________________
2002 367 3,212 1,640 19,680 22,892
____________________________________________________________________________
2003 367 3,212 1,640 19,680 22,892
____________________________________________________________________________
2004 367 3,212 1,640 19,680 22,892
____________________________________________________________________________
2005 367 3,212 1,640 19,680 22,892
____________________________________________________________________________
2006 367 3,212 1,640 19,680 22,892
____________________________________________________________________________
2007 367 3,212 1,640 19,680 22,892
____________________________________________________________________________
2008 367 3,212 1,606 19,272 22,484
____________________________________________________________________________
2009 367 3,212 1,606 19,272 22,484
____________________________________________________________________________
2010 367 3,212 1,606 19,272 22,484
____________________________________________________________________________
2011 367 3,212 1,606 19,272 22,484
____________________________________________________________________________
2012 367 3,212 1,606 19,272 22,484
____________________________________________________________________________
2013 367 3,212 1,606 19,272 22,484
____________________________________________________________________________
2014 367 3,212 1,606 19,272 22,484
____________________________________________________________________________
2015 367 3,212 1,606 19,272 22,484
____________________________________________________________________________
2016 367 3,212 1,606 19,272 22,484
____________________________________________________________________________
2017 367 3,212 1,606 19,272 22,484
____________________________________________________________________________
2018 367 3,212 1,606 19,272 22,484
____________________________________________________________________________
2019 367 3,212 1,606 19,272 22,484
____________________________________________________________________________
2020 367 3,212 1,439 17,268 20,480
____________________________________________________________________________
2021 367 3,212 1,439 17,268 20,480
____________________________________________________________________________
2022 367 3,212 1,439 17,268 20,480
____________________________________________________________________________
2023 367 3,212 1,439 17,268 20,480
____________________________________________________________________________
2024 367 3,212 1,439 17,268 20,480
____________________________________________________________________________
