1Short title
This Act may be cited as the Industrial Lands (Kwinana) Agreement Act 1964 1.
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Bill homepageThis Act may be cited as the Industrial Lands (Kwinana) Agreement Act 1964 1.
The agreement of which a copy is set out in the Schedule is approved and shall, notwithstanding any other Act or law, take effect.
Schedule — Industrial Lands (Kwinana) Agreement
[s. 2]
[Heading amended: No. 19 of 2010 s. 4.]
AN AGREEMENT under seal made the twenty‑fourth day of November 1964 BETWEEN the HONOURABLE DAVID BRAND, M.L.A. Premier and Treasurer of the State of Western Australia acting for and on behalf of the said State and its instrumentalities (hereinafter referred to as “the State”) of the first part BP REFINERY (KWINANA) PROPRIETARY LIMITED a company which is deemed by the BP Refinery (Kwinana) Limited Act 1962 to be incorporated under the Companies Act 1961, which is the assignee of “the Company” referred to in the agreement ratified by the Oil Refinery Industry (Anglo‑Iranian Oil Company Limited) Act 1952 (Act No. 1 of 1952) and which has its registered office in the said State at Kwinana (hereinafter referred to as “BP” which term shall include its successors and assigns) of the second part and CSBP & FARMERS LTD. a company incorporated under the Companies Act 1961 and having its registered office at 133 St. George’s Terrace Perth in the said State (hereinafter referred to as “CSBP” which term shall include its successors and assigns) of the third part.
WHEREAS the parties hereto —
desire to enter into this Agreement with a view to the establishment and carrying on at Kwinana of —
a plant for the manufacture of ammonia and other products (being such a mixture of substances as to be “petroleum” within the meaning of the agreement ratified by the said Act No. 1 of 1952) on part of the refinery site as defined in that agreement;
a plant on Area D (as hereinafter defined) for the manufacture by CSBP (using the said or other ammonia) of products including nitrogenous fertilisers.
desire to deal with certain lands for the said and other purposes.
NOW THIS AGREEMENT WITNESSETH and the parties hereto hereby covenant and agree with one another as follows:
Interpretation 2
“Area A” means all that piece of land (comprising 100 acres or thereabouts) delineated and coloured partly in red and the remainder in hachure on the Plan marked “A” initialled by or on behalf of the parties hereto for the purposes of identification and being (subject to survey) the land more particularly described in Schedule “A” hereto but if the boundaries of the land are altered pursuant to clause 3 hereof means that land as so altered;
“Area B” means all that piece of land (comprising 115 acres or thereabouts) delineated and coloured blue on the said Plan marked “A” and being (subject to survey) the land more particularly described in Schedule “B” hereto but if the boundaries of the land are altered pursuant to clause 4 hereof means that land as so altered;
“Area C” means all that piece of land (comprising 75 acres or thereabouts) referred to in clause 4(a) of the said recited agreement ratified by Act No. 1 of 1952 and being the land more particularly described in Schedule “C” hereto;
“Area D” means all that piece of land (comprising 128 acres or thereabouts) delineated and coloured partly in brown and the remainder in hachure as aforesaid on the said Plan marked “A” and being (subject to survey) the land more particularly described in Schedule “D” hereto but if the boundaries of the land are altered pursuant to clause 6 hereof means that land as so altered;
“Area E” means all that piece of land enclosed by the prolongation easterly of the southern boundary of Area B the prolongation southerly of the eastern boundary of Area B and the south‑east boundary of Area B and being the land delineated and coloured green on the said Plan marked “A”.
“associated company” means
any company notified in writing by CSBP to the Minister which is incorporated in the Commonwealth of Australia and which is —
a subsidiary of CSBP within the meaning of the term “subsidiary” in section 6 of the Companies Act 1961; or
a company in which CSBP holds not less than thirty per cent (30%) of the issued ordinary share capital; and
any company approved in writing by the Minister for the purposes of this Agreement which is associated directly or indirectly with CSBP in its business or operations hereunder;
“bulk cargo” means the bulk materials used or manufactured by CSBP and consigned for shipment or consigned for use by CSBP in connection with its operations;
“diversion road” means Pioneer Road from the intersection of Ocean Street to the intersection of Gulf Street with projection north‑easterly until Mandurah Road is intersected;
“KNC” means the company incorporated under the name of Kwinana Nitrogen Company Proprietary Limited;
“Minister” means the Minister of the Crown to whose administration the ratifying Act is for the time being committed and otherwise the Minister for Industrial Development;
“Commissioners” means the Fremantle Harbour Trust Commissioners constituted under the Fremantle Harbour Trust Act 1902;
“ratifying Act” means the Act referred to in clause 2(1) hereof;
“refinery site” has the same meaning as in the said recited agreement ratified by Act No. 1 of 1952;
“the said State” means the State of Western Australia;
“ton” means a ton of 2,240 pounds weight;
“TP Board” means the Town Planning Board constituted under the Town Planning and Development Act 1928;
“wharf” includes jetty structure.
Any reference in this Agreement to an Act means that Act as amended from time to time and includes any Act passed in substitution for that Act and any regulations and by‑laws made and for the time being in force under any such Act.
Marginal notes shall not affect the interpretation or construction hereof 2.
Operation 2
2. (1) This Agreement shall be of no force or effect unless ratified by an Act of the Parliament of Western Australia which Act comes into operation before the 28th day of February, 1965 but if the Act so comes into operation the following provisions shall thereupon apply operate and take effect —
the State may by agreement acquire or compulsorily take or resume as for a public work within the meaning of the Public Works Act 1902 any land or any estate or interest in land which in the opinion of the State is reasonably required for the purposes of this Agreement and may thereafter dispose of or deal with the same in accordance with or for the purposes of this Agreement apart from the provisions of that Act;
rights and obligations herein created conferred or imposed shall have statutory effect as if enacted by the ratifying Act; and
no Act regulation or by‑law shall operate so as to prevent the State from fulfilling its obligations hereunder in accordance with and subject to the provisions hereof.
If the ratifying Act does not so come into operation, none of the parties hereto shall have any claim against either or both of the others of them by reason of anything herein contained.
Area A 2
3. (1) As soon as conveniently may be after the coming into operation of the ratifying Act BP will submit to the TP Board a plan of subdivision of the refinery site in a form already approved (subject to survey) by the parties hereto and initialled by them or on their behalf for the purposes of identification or in any altered form upon which the parties hereto may mutually agree.
The said plan of subdivision shall delineate separately the portions of Area A coloured red and hachured respectively as referred to in the definition of Area A in clause 1 hereof.
The TP Board having prior to the execution hereof considered and tentatively approved the plan of subdivision referred to in subclause (1) of this clause will on the formal submission hereafter of the said plan or in any altered form as in this clause provided approve thereof without alteration thereto and without the affixing of any conditions or approval except such alterations and/or conditions if any as the parties hereto shall all agree to accept. The approval of the TP Board under this subclause shall be deemed to be an approval within the meaning and for the purposes of the Town Planning and Development Act 1928.
In exchange for and in consideration of the transfer of an estate in fee simple free of trusts and encumbrances in Area B as mentioned in clause 4 hereof BP shall transfer to the State which shall take an estate in fee simple free of encumbrances in Area A subject to any alterations which the parties hereto shall have all agreed to accept as aforesaid.
Possession of Area A shall be given to the State concurrently with the giving to BP of possession of Area B as hereinafter mentioned or on such other date if any as the State and BP may mutually agree upon.
So much of Area A as is delineated and coloured red on the said plan but excluding the land between high and low water marks on the seashore (subject to any alteration agreed upon by all parties hereto as aforesaid) shall be deemed held and may be dealt with under the provisions of the Industrial Development (Resumption of Land) Act 1945 as if acquired under section 11(1b) of that Act.
Area B 2
CSBP fails to comply with or carry out any of the obligations on its part contained herein or abandons or repudiates this Agreement the State may by notice in writing to CSBP specifying the failure terminate this Agreement;
the State fails to comply with or carry out any of the obligations on its part contained herein CSBP may by notice in writing to the State specifying the failure terminate this Agreement.
The notice of termination shall be deemed to have been received on the day following its postage and shall take effect twelve (12) months after that date unless the State or CSBP as the case may be shall in the meantime have remedied the failure or shown to the satisfaction of the other party earnest intent to do so.
Variation 2
29. Any right or obligation herein contained affecting any two or more of the parties hereto may from time to time by the relevant parties affected be added to cancelled or varied to the extent that it is necessary so to do for the more efficient fulfilment of the objectives of this Agreement and references to this Agreement shall be deemed to be to this Agreement as varied in accordance with this clause.
Delays 2
30. (1) This Agreement shall be deemed to be made subject to any delays in the performance of obligations under this Agreement which may be occasioned by or arise from circumstances beyond the power and control of the party responsible for the performance of such obligations including delays caused by or arising from act of God act of war force majeure act of public enemies floods and washaways strikes lockouts stoppages restraint of labour or other similar acts (whether partial or general) shortages of labour or essential materials reasonable failure to secure contractors delays of contractors riots and civil commotion and delays due to overall Australian economic conditions or factors which could not reasonably have been foreseen.
This clause shall apply only to delays of which and of the cause of which notice in writing is given by the party subject to the delay to the other party hereto within one month of the commencement of the delay.
North Fremantle site 2
not to extend or enlarge the manufacturing capacity of its factory or works at present carried on at North Fremantle (in this clause referred to as “the said site”);
to vacate the said site and cease thereon carrying on the manufacture of superphosphate or any other manufacturing or industrial process whatsoever on or before the expiration of the term of the leases under which it is at present in occupation of the said site at North Fremantle.
The State undertakes that the said site at North Fremantle will not be made available to any person or corporation for the purpose of carrying on any heavy or light industrial manufacturing business within the meaning of any town planning or zoning enactment or regulations or schemes applying from time to time to the area without first giving to CSBP the opportunity to carry on business at the said site on terms and conditions not less favourable than those proposed to be offered to the person or corporation to whom it is otherwise proposed to make the said site available except that the area will not be made available to any fertilizer chemical or petroleum industry without the prior approval of CSBP.
State law to apply 2
32. This Agreement shall be interpreted according to the laws for the time being in force in the said State.
Arbitration 2
33. Any dispute or difference between any two or more of the parties arising out of or in connection with this Agreement or as to the construction of this Agreement or of any variation thereof or as to the rights duties or liabilities of any party hereunder or as to any matter to be agreed upon between any two or more of the parties in terms of this Agreement shall in default of agreement between the parties and in the absence of any provision in this Agreement to the contrary be referred to and settled by arbitration under the provisions of the Arbitration Act 1895.
Notices 2
34. Any notice consent option or other writing authorised or required by this Agreement to be given or sent by the State if signed by the Minister or by any senior officer of the Civil Service of the said State acting by direction of the Minister and forwarded by prepaid post to the addressee being a party hereto at its registered office in the said State and by either of the other parties hereto if signed on behalf of that party by a director manager secretary or attorney of that party and forwarded by prepaid post to the Minister and any such notice option consent or writing shall be deemed to have been duly given on the day on which it would be delivered in the ordinary course of post.
1 This is a compilation of the Industrial Lands (Kwinana) Agreement Act 1964 and includes the amendments made by the other written laws referred to in the following table. The table also contains information about any reprint.
Short title | Number and year | Assent | Commencement | |||||
|---|---|---|---|---|---|---|---|---|
Industrial Lands (Kwinana) Agreement Act 1964 | 93 of 1964 | 14 Dec 1964 | 14 Dec 1964 | |||||
Reprint 1: The Industrial Lands (Kwinana) Agreement Act 1964 as at 22 Aug 2003 | ||||||||
Standardisation of Formatting Act 2010 s. 4 | 19 of 2010 | 28 Jun 2010 | 11 Sep 2010 (see s. 2(b) and Gazette 10 Sep 2010 p. 4341) | |||||
2 Marginal notes in the agreement have been represented as bold headnotes in this reprint but that does not change their status as marginal notes.
3 Lands Titles Office diagrams and plans are now being held by the Western Australian Land Information Authority (see the Land Information Authority Act 2006 s. 100).
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