Western Australian Current Acts Western Australian Current Acts[s. 3B]
[Heading inserted: No. 68 of 1973 s. 7; amended:
No. 19 of 2010 s. 4.]
AN AGREEMENT made the day of 1973 BETWEEN THE
HONOURABLE JOHN TREZISE TONKIN, M.L.A. Premier and Treasurer of the State of
Western Australia acting for and on behalf of the Government of the said State
and instrumentalities thereof from time to time (hereinafter called “the
State”) of the first part and CLIFFS INTERNATIONAL INC. a limited
company incorporated under the laws of the State of Ohio one of the United
States of America and registered in the State of Western Australia under the
provisions of the Companies Act 1961 , of the said State and having its
registered office situate at 12-14 Saint George’s Terrace, Perth in the
said State (hereinafter called “Cliffs”) of the second part and
CLIFFS WESTERN AUSTRALIAN MINING CO. PTY. LTD., a company incorporated under
the said Companies Act and having its registered office at 12-14 Saint
George’s Terrace, Perth in the said State, MITSUI IRON ORE DEVELOPMENT
PTY. LTD., a company incorporated under the said Companies Act and having its
registered office at 68 Saint George’s Terrace, Perth in the said State,
ROBE RIVER LIMITED, a company incorporated under the Companies Ordinance of
the Australian Capital Territory and having its registered office at 20
O’Connell Street, Sydney in the State of New South Wales, and MT. ENID
IRON CO. PTY. LTD., a company incorporated under the said Companies Act and
having its registered office at 22 Mount Street, Perth in the said State
(hereinafter called “the Participants”) of the third part.
WHEREAS:
(a) By
an agreement under seal dated the 18th day of November 1964 made between the
State of the one part and Basic Materials Pty. Limited (hereinafter called
“Basic”) of the other part (which agreement was approved by and is
scheduled to the Iron Ore (Cleveland-Cliffs) Agreement Act 1964 and is
hereinafter referred to as “the Agreement”) Basic acquired upon
the terms and conditions set forth in the Agreement certain rights interest
and benefits and assumed certain obligations with respect to the exploration
for and development of specified iron ore deposits and the mining
transportation processing pelletising and shipment of iron ore therefrom.
(b) By
virtue of various agreements under seal Cliffs became entitled to all the
right title interest claim and demand whatsoever of Basic in and under the
Agreement and by virtue of deed of covenant with the State assumed the
obligations of Basic thereunder.
(c) By
an agreement dated the 12th day of May, 1970 made between the State of the one
part and Cliffs of the other part which is scheduled to the Iron Ore
(Cleveland-Cliffs) Agreement Act Amendment Act 1970 (hereinafter called
“the first variation agreement”) the parties thereto varied the
agreement as therein set out for the purposes set out in the recitals thereto.
Under the provisions of the said Act and in the events which happened the
first variation agreement was approved thereby on and from the 30th day of
December, 1970.
(d) By
deed dated the 29th day of June, 1970 made between the State, Cliffs and the
Participants, Cliffs granted and assigned to the Participants all the right
title interest claim and demand of the “Company” (as defined in
the Agreement) in and under the Agreement (as then or thereafter altered from
time to time) except the rights of occupancy referred to therein of the mining
areas therein defined and the rights to obtain mineral leases thereof as
tenants in common in the following shares:
|
Cliffs Western Australian Mining Co. Pty. Ltd .... |
30% |
|
Mitsui Iron Ore Development Pty.Ltd. ................. |
30% |
|
Robe River Limited .............................................. |
35% |
|
Mt. Enid Iron Co. Pty. Ltd. ................................... |
5% |
By the said deed the
Participants severally covenanted and agreed with the State that such
Participant should to the extent of its commitment therein set out comply
with, observe and perform the provisions of the Agreement (as then or
thereafter amended) on the part of Cliffs to be complied with observed or
performed in respect of the matters assigned as therein set forth to the
intent that the same should be binding upon the Participants (to the extent of
the commitment therein set out) in the same manner and to the same extent as
if the Participants were expressly named in the Agreement.
(e) The
parties desire to add to and amend the provisions of the Agreement as amended
and added to by the first variation agreement (hereinafter referred to as
“the Principal Agreement”).
NOW THIS AGREEMENT WITNESSETH:
1. Words and phrases to which meanings are given
under clause 1 of the Principal Agreement (other than words and phrases to
which meanings are given in this Agreement) shall have the same respective
meanings in this Agreement as are given to them in clause 1 of the Principal
Agreement.
Subject to the provisions of the deed referred to
in recital (d) hereof, for the purposes of the Principal Agreement and this
Agreement the expression “the Company” shall where the context so
admits mean and include both Cliffs and the Participants.
2. The Principal Agreement is added to and varied
as hereinafter provided and the Principal Agreement shall be read and
construed accordingly.
3. The Principal Agreement is hereby amended as
follows —
(1) The definition of
“mining areas” in clause 1 is amended by substituting for the
passage “4269H to 4273H (both inclusive)” the passage
“4269H, 4270H, 4273H, 4321H, 4323H, 4324H, 4981H, 4982H, 4983H, 5733H
and 5845H”;
(2) by adding after
clause 7 two new clauses 7A and 7B as follows —
Additional Proposals 4
7A. If the Company at
any time during the continuance of this Agreement desires to modify expand or
otherwise substantially vary its activities beyond those specified in any
approved proposals the Company shall give notice of such desire to the
Minister and within two months thereafter shall subject to the provisions of
this Agreement submit to the Minister detailed proposals in respect of all
matters covered by such notice and such of the other matters mentioned in
subparagraphs (i) to (vii) inclusive of clause 5(2)(a) as the Minister may
require. The provisions of clause 6 shall mutatis mutandis apply to detailed
proposals submitted pursuant to this clause; and
Second Pellet Plant 4
7B. The Company shall
forthwith proceed to complete its investigations into the feasibility of
establishing within the said State a second iron ore pellet plant and provided
that the Company has entered into or intends to enter into contracts
satisfactory to the Company, for the sale of iron ore pellets from the
proposed second iron ore pellet plant and for financing that plant and
associated facilities, the Company shall by the 31 st December, 1974 (or
within such extended time as the Minister may allow) submit to the Minister
pursuant to clause 7A detailed proposals for the establishment of such a plant
on the following basis —
(a) the
plant to have an estimated design capacity of 5 million tons of iron ore
pellets per annum; and
(b) the
capital cost involved in the construction of the plant and associated
facilities to be not less than one hundred million dollars ($100,000,000).;
(3) Clause 8(1)(a) is
amended by substituting for the passage “for a period of twenty-one (21)
years commencing from the commencement date” in lines nineteen and
twenty, the passage
“for a period
commencing —
(i) on the 31st day of October,
1970, in respect of any part of the mining areas existing prior to the date of
the execution of the agreement entered into pursuant to the Iron Ore
(Cleveland-Cliffs) Agreement Act Amendment Act 1973 ; and
(ii) on the date of execution of
that agreement, in respect of any other part of the mining areas —
and expiring on the 30th day of October, 1991”;
(4) Clause 9(2)(j) is
amended —
(a)
by substituting for the passage commencing with
the word “prices” in line eight of subparagraph (x) and ending
with the passage “1963.” in the last line of that subparagraph,
the passage “prices payable for foundry pig iron c.i.f. Australian
capital city ports as announced by The Broken Hill Proprietary Company Limited
or any subsidiary thereof from time to time during the last full calendar year
preceding the date at which the adjustment is to be made as compared with the
average of those prices for the calendar year 1963.”; and
(b)
by substituting for the passage commencing with
the word “prices” in line seven of subparagraph (xi) and ending
with the passage “1968.” in the last line of that subparagraph,
the passage “prices payable for foundry pig iron c.i.f. Australian
capital city ports as announced by The Broken Hill Proprietary Company Limited
or any subsidiary thereof from time to time during the last full calendar year
preceding the date at which the adjustment is to be made as compared with the
average of those prices for the calendar year 1968.”;
(5) Clause 9(2)(1) is
amended by deleting the words “commencing on and accruing from the
commencement date” in lines five and six;
(6) Paragraph (a) of
clause 10 is deleted and the following paragraph substituted —
Power 4
(a)
(i)
that subject to and in accordance with proposals approved or determined
under this Agreement the Company for its purposes hereunder and for domestic
and other purposes in relation to a townsite may to the extent determined by
the Minister but notwithstanding any Act generate transmit supply and charge
for electrical energy and the Company shall have all such powers and
authorities with respect to electrical energy as are determined by the
Minister for the purposes hereof which may include the powers of a supply
authority under the Electricity Act 1945 ;
Water for mining areas 4
(ii)
that subject to and in accordance with proposals approved or determined under
this Agreement the Company for its purposes hereunder in relation to its
requirements for water in the mining areas and for domestic and other purposes
in relation to any townsite associated with the mining areas, may to the
extent determined by the Minister but nowithstanding any Act bore for water
construct catchment areas store (by dams or otherwise) take and charge for
water from any Crown lands available for the purpose and the Company shall
have all such powers and authorities with respect to water as are determined
by the Minister for the purposes hereof which may include the powers of a
water board under the Water Board Act 1904 ;
Water for the port and port townsite 4
(iii)
that the rights and obligations of the Company in respect to the supply of
water at the industrial area at Cape Lambert for its purposes and operations
under the Agreement and at the port townsite for domestic and other purposes
in relation to a townsite and the rights and obligations of the State with
respect to the supply of water for such purposes contained in the deed
dated as of the
day of 1973 and made between the
State on the one part and the Participants of the other part; and
(7) by adding after
clause 11 a new clause 11A as follows —
Environmental
Protection 4
11A. Nothing in this
Agreement shall be construed to exempt the Company from compliance with any
requirement in connection with the protection of the environment arising out
of or incidental to the operations of the Company hereunder that may be made
by the State or any State agency or instrumentality or any local or other
authority or statutory body of the State pursuant to any Act for the time
being in force.
4. The Schedule to the Principal Agreement is
deleted and the following schedule substituted —
SCHEDULE
WESTERN AUSTRALIA
IRON ORE (CLEVELAND-CLIFFS) AGREEMENT ACT 1964-1973
MINERAL LEASE
Lease No. Goldfield
ELIZABETH THE SECOND by the Grace of God of the United Kingdom, Australia and
Her other realms and Territories Queen, Head of the Commonwealth, Defender of
the Faith: TO ALL TO WHOM THESE PRESENTS shall come GREETINGS: KNOW YE that
WHEREAS by an Agreement made the 18th day of November, 1964 between the State
of Western Australia of the one part and BASIC MATERIALS PTY. LIMITED
(hereinafter called “Basic”) of the other part the said State
agreed to grant to Basic a mineral lease of portion or portions of the lands
referred to in the said Agreement as “the mining areas” AND
WHEREAS the said Agreement was ratified by the Iron Ore (Cleveland-Cliffs)
Agreement Act 1964 which said Act ( inter alia ) authorised the grant of a
mineral lease to Basic its successors and assigns AND WHEREAS by virtue of
various agreements under seal CLIFFS INTERNATIONAL, INC. a limited company
incorporated under the laws of the State of Ohio one of the United States of
America and registered in the State of Western Australia under the provisions
of the Companies Act 1961 of the said State and having its registered offices
situated at 12-14 Saint George’s Terrace, Perth in the said State
(hereinafter called “Cliffs”) became entitled to all the rights
title interest claim and demand whatsoever of Basic in and under the said
Agreement and additions and variations thereto as set out in the agreements
scheduled to the Iron Ore (Cleveland-Cliffs) Agreement Act Amendment Act 1970
and the agreement executed pursuant to the Iron Ore (Cleveland-Cliffs)
Agreement Act Amendment Act 1973 (the three agreements scheduled to or
executed pursuant to the said Acts are hereinafter referred to as “the
said Agreements”) NOW WE in consideration of the rents and royalties
reserved by and of the provisions of the said Agreements and in pursuance of
the said Acts DO BY THESE PRESENTS GRANT AND DEMISE unto Cliffs subject to the
said provisions ALL THOSE pieces and
parcels of land situated in the Goldfield containing
approximately (subject to such corrections as may be
necessary to accord with survey when made) and particularly described and
delineated on the plan in the Schedule hereto and all those mines, veins,
seams, lodes and deposits of iron ore in on or under the said land
(hereinafter called “the said mine”) together with all rights,
liberties, easements, advantages and appurtenances thereto belonging or
appertaining to a lessee of a mineral lease under the Mining Act 1904
including all amendments thereof for the time being in force and all
regulations made thereunder for the time being in force (which Act and
regulations are hereinafter referred to as “the Mining Act”) or to
which Cliffs is entitled under the said Agreements. TO HOLD the said lands and
mine and all and singular the premises hereby demised for a period commencing
—
(i)
on the 31st day of October, 1970, in respect of any part
of the mining areas existing prior to the date of the execution of the
agreement entered into pursuant to the Iron Ore (Cleveland-Cliffs) Agreement
Act Amendment Act 1973 ; and
(ii)
on the date of execution of that agreement, in respect of
any other part of the mining areas —
and expiring on the 30th day of October, 1991 with the right to renew the same
from time to time for further periods each of twenty-one years as provided in
but subject to the terms covenants and conditions set out in the said
Agreements and to the Mining Act (as modified by the said Agreements) YIELDING
and paying therefor the rent and royalties as set out in the said Agreements.
AND WE do hereby declare that this lease is subject to the observance and
performance by Cliffs of the following covenants and conditions, that is to
say: —
1. Cliffs shall and
will use the land bona fide exclusively for the purposes of the said
Agreements.
2. Subject to the
provisions of the said Agreements Cliffs shall and will observe, perform and
carry out the provisions of the Mines Regulation Act 1946 , and all amendments
thereof for the time being in force and the regulations for the time being in
force made thereunder and subject to and also as modified by the said
Agreements the Mining Act so far as the same affect or have reference to this
lease.
3. Cliffs shall if the
Minister for Mines determines during the term of this lease (but not in
respect of any renewed term) pay to the previously registered occupant of
Temporary Reserve 4321H, 4322H, 4323H, 4324H, 4981H, 4982H, and 4983H such
amount as the Minister for Mines may approve towards expenditure incurred by
such occupant on the exploration of the said reserves.
4. Cliffs shall if the
Minister for Mines so determines during the term of this lease or any renewed
term pay to the previously registered occupant of Temporary Reserves 4321H,
4322H, 4323H, 4324H, 4981H, 4982H and 4983H a royalty at a rate of 0.25 per
centum per ton on the value of iron ore (as determined by the Minister for
Mines) shipped or sold by Cliffs from the land formerly comprised in the said
reserves during the first twenty-one year production period but no longer.
PROVIDED THAT this lease and any renewal thereof shall not be determined or
forfeited otherwise than under and in accordance with the provisions of the
said Agreements.
PROVIDED FURTHER that all petroleum on or below the surface of the demised
land is reserved to Her Majesty with the right to Her Majesty or any person
claiming under her or lawfully authorised in that behalf to have access to the
demised land for the purpose of searching for and for the operations of
obtaining petroleum in any part of the land under the provisions of the
Petroleum Act 1967 .
IN WITNESS whereof we have caused our Minister for Mines to affix his seal and
set his hand hereto at Perth in our said State of Western Australia and the
common seal of Cliffs has been affixed hereto this day of
, 19
THE SCHEDULE ABOVE REFERRED TO:
IN WITNESS WHEREOF this Agreement has been executed by or on behalf of the
parties hereto the day and year first hereinbefore mentioned.
|
Signed by the said THE HONOURABLE JOHN TREZISE TONKIN, M.L.A. in the
presence of — Minister for Development Minister for Mines. |
|
|
Signed by W.E. DOHNAL pursuant to and with the Authority of a resolution |
|
|
The Common Seal of CLIFFS Director. Secretary. |
|
|
The Common Seal of MITSUI IRON ORE DEVELOPMENT PTY. LTD. was hereunto affixed
by Authority of the Directors and in the presence of — Director. Secretary. |
|
|
The Common Seal of ROBE RIVER LIMITED was hereunto affixed by Authority of the
Directors and in the presence of — Director. Secretary. |
|
|
The Common Seal of MT. ENID IRON CO. PTY. LTD, was hereunto affixed by
Authority of the Directors and in the presence of — Director. Director. |
|
[Third Schedule inserted: No. 68 of 1973 s. 7.]
