Onslow Solar Salt Agreement Act 1992

except in those cases where the Company can demonstrate it is impracticable so to do, use labour available within Western Australia (using all reasonable endeavours to ensure that as many as possible of the Company’s workforce be locally recruited) or if such labour is not available then, except as aforesaid, use labour otherwise available within Australia;

as far as it is reasonable and economically practicable so to do, use the services of engineers surveyors architects and other professional consultants experts and specialists, project managers, manufacturers, suppliers and contractors resident and available within Western Australia or if such services are not available within Western Australia then, as far as practicable as aforesaid, use the services of such persons otherwise available within Australia;

during design and when preparing specifications, calling for tenders and letting contracts for works materials plant equipment and supplies (which shall at all times, except where it is impracticable so to do, use or be based upon Australian Standards and Codes) ensure that suitably qualified Western Australian and Australian suppliers manufacturers and contractors are given fair and reasonable opportunity to tender or quote;

give proper consideration and where possible preference to suppliers manufacturers and contractors located in Western Australia when contracts or placing orders for works, materials, plant, equipment and supplies where price quality delivery and service are equal to or better than that obtainable elsewhere or, subject to the foregoing, give that consideration and where possible preference to other suppliers manufacturers and contractors located in Australia; and

if notwithstanding the foregoing provisions of this subclause a contract is to be let or an order is to be placed with other than a Western Australian or Australian supplier, manufacturer or contractor, give proper consideration and where possible preference to tenders arrangements or proposals that include Australian participation.

Except as otherwise agreed by the Minister the Company shall in every contract entered into with a third party for the supply of services labour works materials plant equipment or supplies for the purposes of this Agreement require as a condition thereof that such third party shall undertake the same obligations as are referred to in subclause (1) and shall report to the Company concerning such third party’s implementation of that condition.

The Company shall submit a report to the Minister at monthly intervals or such longer period as the Minister determines commencing from the date of this Agreement concerning its implementation of the provisions of this Clause together with a copy of any report received by the Company pursuant to subclause (2) during that month or longer period as the case may be PROVIDED THAT the Minister may agree that any such report need not be provided in respect of contracts of such kind or value as the Minister may from time to time determine.

The Company shall keep the Minister informed on a regular basis as determined by the Minister from time to time or otherwise as required by the Minister during the currency of this Agreement of any services (including any elements of the project investigations design and management) and any works materials plant equipment and supplies that it may be proposing to obtain from or has carried out or permit to be obtained from or carried out outside Australia together with its reasons therefor and shall as and when required by the Minister consult with the Minister with respect thereto.

Upon grant of a mining lease pursuant to paragraph (a) of this subclause, the Company shall provide to the satisfaction of the Minister an unconditional performance bond, guaranteed by a Bank or other financial institution acceptable to the Minister, in favour of the Minister for Mines for the sum of $170 000. Moneys under the bond may be used by the State should the Company fail to perform its rehabilitation obligations under this Agreement and approved proposals. The amount of the bond may be varied from time to time by the Minister in consultation with the Minister for Mines and the Company to reflect the performance of the Company in meeting its rehabilitation obligations under this Agreement and approved proposals.

(a) On application made by the Company, not later than 12 months after all proposals submitted pursuant to subclause (1) of Clause 5 have been approved or determined, for a mining lease over so much of the land coloured red on the said plan marked “A” (hereinafter referred to as the “red area”), the State shall upon and subject to the surrender by the Company of the exploration licence referred to in recital (b) of this Agreement cause to be granted to the Company a mining lease of such land (notwithstanding that the survey in respect thereof has not been completed but subject to such corrections to accord with the survey when completed at the Company’s expense) for evaporites, such mining lease to be granted under and, except as otherwise provided in this Agreement, subject to the Mining Act but substantially in the form of the Schedule hereto and subject to such conditions and stipulations consistent with the provisions of the Agreement and approved proposals as the Minister for Mines may determine.

(i) The Company shall not carry out any activities (other than activities for the planning for future development of the red area) on any part of the red area pursuant to paragraph (a) of this subclause until proposals submitted pursuant to subclause (1) of Clause 7 have been approved or determined.

If the Company’s proposals with respect to the red area referred to in subclause (1) of Clause 7 have not been approved or determined by 31 December 2002, then the mining lease and all rights thereunder referred to in paragraph (a) of this subclause shall be surrendered and forfeited to the State.

Upon approval or determination of proposals submitted pursuant to subclause (1) of Clause 7 in relation to the mining lease granted pursuant to paragraph (a) of this subclause for the development of the red area, the Company shall provide to the satisfaction of the Minister an unconditional performance bond, guaranteed by a Bank or other financial institution acceptable to the Minister, in favour of the Minister for Mines for a sum to be determined by the Minister in consultation with the Minister for Mines. Moneys under the bond may be used by the State should the Company fail to perform its rehabilitation obligations under this Agreement and approved proposals. The amount of the bond may be varied from time to time by the Minister in consultation with the Minister for Mines and the Company to reflect the performance of the Company in meeting its rehabilitation obligations under this Agreement and approved proposals.

Rental in respect of the mining leases granted pursuant to this Clause shall be computed at a base rate of $9.84 per 100 hectares per annum and the base rate shall be escalated in the manner prescribed by Clause 12.

Subject to the performance by the Company of its obligations under this Agreement and the Mining Act and notwithstanding any provisions of the Mining Act to the contrary the term of the mining leases shall be for a period of 21 years commencing from the respective dates of receipt of the applications therefor under subclauses (1) or (2) as the case may be with the right during the currency of this Agreement to take two successive renewals of the said term each for a further period of 21 years upon the same terms and conditions, subject to the sooner determination of the said term upon cessation or determination of this Agreement, such right to be exercisable by the Company making written application for any such renewal not later than one month before the expiration of the then current term of the respective mining leases.

The State shall ensure that during the currency of this Agreement and subject to compliance with its obligations hereunder the Company shall not be required to comply with the expenditure conditions imposed by or under the Mining Act in regard to mining leases or exploration licences held pursuant to this Agreement.

The State shall ensure that during the currency of this Agreement and subject to compliance with its obligations hereunder the Company shall not be required to comply with the provisions of Section 65 of the Mining Act in relation to exploration licences held pursuant to this Agreement.

Notwithstanding the provisions of the Mining Act the Company may from time to time during the currency of this Agreement apply to the Minister for areas held by the Company under a mining tenement granted under the Mining Act to be included in one of the mining leases. The Minister shall confer with the Minister for Mines in regard to any such application and if they approve the application the Minister for Mines shall upon the surrender of the relevant mining tenement include the area the subject thereof in such one of the mining leases and subject to such conditions and stipulations consistent with the provisions of the Agreement and approved proposals as the Minister for Mines in each case may determine, which may include conditions of the surrendered mining tenement. In respect of any such land —

the land shall in addition to any conditions so determined by the Minister for Mines be subject to the same terms covenants and conditions as apply to the mining leases;

the Minister for Mines may make such apportionment of rents as may be necessary in connection therewith; and

the land may be included notwithstanding that the survey of the land has not been completed but subject to correction to accord with the survey when completed at the Company’s expense.

Notwithstanding the provisions of this Clause and the Mining Act with the approval of the Minister the Company may from time to time surrender to the State all or any portion or portions of the mining leases with abatement of future rent in respect of the area surrendered but without any abatement of rent already paid or rent which has become due and has been paid in advance.

The Company in accordance with approved proposals may for the construction of works (and maintenance thereof) for the purposes of this Agreement and without payment of royalty, obtain stone sand clay and gravel from the mining leases.

Within twenty‑one days after the quarter days being the last days of March, June, September and December in each year commencing with the quarter day next following the commencement date the Company shall furnish to the Minister for Mines a return showing the quantity of all salt the subject of royalty hereunder produced and transported during the quarter or part thereof (as the case may be) ending on the respective quarter day and shall not later than one month after the date on which such return is due pay to the State the royalty in respect of all salt produced and transported during that quarter.

The Company shall in respect of all evaporites other than salt produced or obtained from the area the subject of the mining leases pay to the State royalties at the rates from time to time prescribed under the Mining Act and comply with the provisions of the Mining Act and regulations made thereunder with respect to the filing of production reports and payment of royalties.

The Company shall permit the Minister for Mines or the Minister’s nominee to inspect at all reasonable times and to take copies of or extracts from all books of accounts and records of the Company as are relevant for the purpose of determining the amount of royalty payable under this Clause and if required by the State take reasonable steps to satisfy the State either by certificate of a competent independent party acceptable to the State or otherwise to the reasonable satisfaction of the Minister for Mines as to all relevant weights and analyses and shall give due regard to any objection or representation made by the Minister for Mines or the Minister’s nominee as to any particular weight or assay of minerals mined or produced by the Company from the mining leases and sold by it which may affect the amount of royalty payable hereunder.

for the period from the commencement date to the anniversary of the commencement date in the year 2003, the several amounts due and payable by the Company to the State as —

rentals under subclause (3) of Clause 10 and subclause (2) of Clause 13; and

royalty under subclause (1) of Clause 11

in the event of the price of salt (as hereinafter defined) on the anniversary of the commencement date in the years 2003, 2010, 2017, 2024, 2031, 2038 or 2045 exceeding $5.16 then the percentage by which the price of salt on the relevant date exceeds $5.16 shall be calculated and the several amounts due and payable by the Company to the State as base rate —

rentals under subclause (3) of Clause 10 and subclause (2) of Clause 13; and

royalty under subclause (1) of Clause 11

For the purpose of this Clause the price of salt on each of the aforesaid dates means the weighted average price per tonne of salt sold during the previous year pursuant to this Agreement payable by the purchaser or purchasers thereof to the Company, or where the Minister is not satisfied that the price payable in respect of the salt represents a fair and reasonable market value for that salt assessed at an arm’s length basis, such amount as is agreed or determined, less all export duties taxes and fees payable to the Commonwealth on the export of salt and the costs and expenses properly incurred and payable by the Company in respect of that sale from the time it is transported in the form in which it is to be sold to the time it is delivered to and accepted by the purchaser or purchasers including —

ocean freight;

marine insurance;

port and handling charges at the port of discharge;

all costs properly incurred in delivering the salt from the port of discharge to the purchaser as evidenced by relevant invoices;

all weighing, sampling, analysis, inspection and representation costs;

all shipping agency charges after transport; and

all import taxes imposed or levied by the country of the port of discharge.

Throughout the continuance of this Agreement the Company shall use its best endeavours to obtain for the salt produced hereunder the best price possible having regard to market conditions from time to time prevailing.

The Minister may from time to time after consultation with the Company vary the dates specified in paragraph (b) of subclause (1) of this Clause or any of them to a later date or dates consistent with the corresponding dates for review of royalty contained in any other Government agreement (as defined in the Government Agreements Act 1979) relating to the production of salt. In the event of any variation of a date pursuant to this subclause any increases to the amounts referred to in subparagraphs (i) and (ii) of paragraphs (a) and (b) of subclause (1) of this Clause then in effect pursuant to that subclause shall continue to apply until the varied date.