mineral sands (allied eneabba) agreement

WESTERN AUSTRALIA.

MINERAL SANDS (ALLIED

ENEABBA) AGREEMENT.

No. 54 of 1975.

AN ACT to ratify an agreement between the Stateof Western Australia and Allied Eneabba Pty.Ltd. with respect to the mining and concentrat-ing of mineral sands and the production ofheavy minerals.

[Assented to 15th October, 1975.]

BE it enacted by the Queen's Most ExcellentMajesty, by and with the advice and consent

of the Legislative Council and the LegislativeAssembly of Western Australia, in this presentParliament assembled, and by the authority of thesame, as follows:—

1. This Act may be cited as the Mineral Sands Short title.

(Allied Eneabba) Agreement Act, 1975.

Inter-pretation.

Ratificationor theAgreement.

No. 54.] Mineral Sands (Allied [1975.Eneabba) Agreement.

2. In this Act "the Agreement" means the agree-ment a copy of which is set out in the Schedule tothis Act and, if that agreement is altered inaccordance with the provisions thereof, includesthat agreement as so altered from time to time.

3. The Agreement is hereby ratified.

1975.] Mineral Sands (Allied [No. 54.Eneabba) Agreement.

SCHEDULE.THIS AGREEMENT made this 27th day of June, 1975BETWEEN THE HONOURABLE SIR CHARLES WALTERMICHAEL COURT, 0.B.E., M.L.A. Premier of the State ofWestern Australia, acting for and on behalf of the saidState and its instrumentalities from time to time (herein-after called "the State") of the one part and ALLIEDENEABBA PTY. LTD. a company incorporated under theCompanies Act of the State of Western Australia and havingits registered office situate at 283 Rokeby Road Subiaco(hereinafter called "the Company" in which term shall beincluded the Company and its successors and permittedassigns and appointees) of the other part.

WHEREAS:(a) the Company has established the existence of a

heavy mineral sands ore body near Eneabba;

(b) the Company has constructed at a cost in excessof $1 000 000 a pilot plant at Eneabba to establishthe methods to be adopted in the mining, concen-tration and separation of the heavy minerals andthe design engineering and economic feasibility ofa mining and treatment project and has commencedthe construction of a plant with a designed capacityto produce not less than 450 000 tonnes per year ofheavy minerals at a capital cost in excess of$16 000 000;

(c) the Company now desires to mine and concentrateore at Eneabba, to transport heavy mineral con-centrates by rail to Meru for separation into heavyminerals and to transport heavy minerals to theport of Geraldton for shipment;

(d) the Company has obtained the finance necessaryto implement the said project;

(e) the Company has entered into long term contractsfor the sale overseas of heavy minerals;

(f) the State requires the Company, subject to theprovisions of this Agreement, to pursue activelyand progressively a policy leading ultimately tothe processing in Western Australia of heavyminerals to the maximum degree possible.

NOW THIS AGREEMENT WITNESSETH:

1. In this Agreement subject to the context"advise", "apply", "approve", "approval", "consent"

"certify", "direct", "notify", "request" or "require'means advise, apply, approve, approval, conserrcertify, direct, notify, request, or require in writinas the case may be;


"approved project" means the project referred to inrecitals (b) and (c) of this Agreement and morespecifically described in a bound volume marked"B" (initialled by or on behalf of the parties heretofor the purposes of identification);

"associated company" means(a) any company or corporation providing for

the purpose of this Agreement capital ofnot less than $2 000 000 which is incor-porated or formed within the UnitedKingdom, the United States of America orAustralia or such other country as theMinister may approve and which-

(i) is promoted by the Company forall or any of the purposes of thisAgreement and in which theCompany or some other companyor corporation acceptable to theMinister has not less than a 25%interest or some lesser interestacceptable to the Minister; or

(ii) is related within the meaning ofthat term as used in section 6 ofthe Companies Act, 1961, to anycompany or corporation in whichthe Company or some othercompany or corporation acceptableto the Minister holds not less than25% of the issued ordinary sharecapital and

(iii) is notified to the Minister by theCompany as being such a company;

(b) any company or corporation approved inwriting by the Minister;

"Clause" means a clause of this Agreement;

"commencement date" means the date the Bill referredto in Clause 3 comes into operation as an Act;

"Commonwealth" means Commonwealth of Australiaand includes the Government for the time beingthereof;

"common inloading system" means the mineral sands-iron ore handling system extended by the GeraldtonPort Authority pursuant to Clause 19 (3) for thepurpose of train unloading and conveying heavyminerals and heavy mineral products to the respec-tive stockpile areas of the Company and othercompanies shipping heavy minerals and heavymineral products through the port;


"common materials handling system" means the com-mon inloading system extended by the GeraldtonPort Authority pursuant to Clause 19 (3) for thepurpose of conveying heavy minerals and heavymineral products directly to the shiploader fromthe respective stockpile areas of the Company andother companies shipping heavy minerals and heavymineral products through the port;

"concentration plant" means the plant being constructedby the Company near Eneabba for the concentrationof ore into heavy mineral concentrates;

"heavy minerals" means titaniferous minerals (includ-ing ilmenite rutile and leucoxene) and magnetitezircon monazite kyanite staurolite xenotime andgarnet resulting from the separation of heavymineral concentrates;

"heavy mineral concentrates" means ore concentratedprior to separation into component heavy minerals;

"heavy mineral products" means the products resultingfrom secondary processing;

"Land Act" means the Land Act, 1933;"mineral claim" means a mineral claim granted pursu-

ant to regulations made under the Mining Act orany mining right (other than a mineral lease)granted in substitution therefor under any amend-ment to the Mining Act or any Act passed insubstitution therefor or in lieu thereof and theregulations for the time being in force thereunder;

"mineral lease" means the mineral lease referred to inClause 15 and includes any renewal thereof andaccording to the context shall describe the areaof land demised as well as the instrument by whichit is demised;

"mineral sands-iron ore handling system" means thehandling system at the port of Geraldton construc-ted for the purposes of the WMC Joint Venturersunder the Iron Ore (Tallering Peak) Agreement Act,1964 and to be modified by the WMC Joint Venturersfor the purposes of handling heavy minerals andheavy mineral products for Western Titanium Ltd.and WMC Mineral Sands Limited through the port;

"Mining Act" means the Mining Act, 1904;

"mining areas" means the areas delineated and colouredred (hereinafter called "the red areas") on the planmarked "A" (initialled by or on behalf of the partieshereto for the purposes of identification) over which


the Company as at the date hereof holds mineralclaims together with such of the areas delineatedand coloured yellow (hereinafter called "the yellowareas") on the said plan over which mineral claimsmay at any time within 3 years after the date ofcommencement of the mineral lease, be granted tothe Company by the Minister for Mines or trans-ferred to the Company with the approval of thatMinister;

"Minister" means the Minister in the Government ofthe State for the time being responsible (underwhatsoever title) for the administration of theratifying Act and pending the passing of the Actmeans the Minister for the time being designatedin a notice from the State to the Company andincludes the successors in office of the Minister;

"Minister for Mines" means the Minister in the Govern-ment of the State for the time being responsiblefor the administration of the Mining Act;

"month" means calendar month;

"notice" means notice in writing;

"ore" means any rock soil or sand bearing heavy mine-rals mined from the mineral lease;

"person" or "persons" includes bodies corporate;

"port" means the existing port of Geraldton, or withthe consent of the Minister any other port thatmay be established near Geraldton under thecontrol of the Geraldton Port Authority;

"private road" means a road (not being a public road)which is either constructed by the Company for thepurposes of the approved project and whereapplicable in accordance with an approved proposalhereunder or agreed by the parties to be a privateroad for the purposes of this Agreement;

"public road" means a road as defined by the TrafficAct, 1919;

"Public Works Act" means the Public Works Act, 1902;

"Railways Commission" means the Western AustralianGovernment Railways Commission establishedpursuant to the Government Railways Act, 1904;

"ratifying Act" means the Act to ratify this Agreementand referred to in Clause 4;

"said State" means the State of Western Australia;

1975.1 Mineral Sands (Allied [No. 54.Eneabba) Agreement.

"secondary processing" means the processing of heavyminerals in the said State to substantially enhancetheir economic value;

"separation plant" means the plant being constructedby the Company at Meru for the separation ofheavy mineral concentrates into component heavyminerals;

"State Electricity Commission" means the State Elec-tricity Commission of Western Australia establishedpursuant to the State Electricity Commission Act,1945;

"this Agreement" "hereof" and "hereunder" refer tothis Agreement whether in its original form or asfrom time to time added to varied or amended;

"town" means the townsite of Eneabba as amended andredescribed from time to time pursuant to section10 of the Land Act;

"WMC Joint Venturers" means and includes WesternMining Corporation Limited, The Hanna MiningCompany and Homestake Mining Company andtheir permitted assigns being the parties bound byan agreement dated 20th November 1964 enteredinto with the then Premier on behalf of the Stateof Western Australia and ratified by the Iron Ore(Tallering Peak) Agreement Act, 1964.

2. In this Agreement— Inter-pretation.

(a) monetary references are references to Australiancurrency unless otherwise specifically expressed;

(b) power given under any clause other than Clause31 to extend any period or date shall be withoutprejudice to the power of the Minister under Clause31;

(c) marginal notes do not affect the interpretation orconstruction; and

(d) reference to an Act includes the amendments tothat Act for the time being in force and also anyAct passed in substitution therefor or in lieu thereofand the regulations for the time being in forcethereunder.

3. The State shall- Initialobligations

(a) introduce and sponsor a Bill in the Parliament of of the State.

Western Australia to ratify this Agreement andendeavour to secure its passage as an Act prior to31st December 1975; and


(b) to the extent reasonably necessary for the purposesof this Agreement allow the Company to enter uponCrown lands.

Ratificationandoperation.

Environ-ment.Companyto submitproposals.

4. (1) The provisions of this Agreement other than thisClause and Clauses 1 and 3 shall not come into operationuntil the Bill referred to in Clause 3 has been passed bythe Parliament of Western Australia and comes intooperation as an Act.

(2) If before 31st December 1975 the said Bill is notpassed then unless the parties hereto otherwise agree thisAgreement shall then cease and determine and neither ofthe parties hereto shall have any claim against the otherof them with respect to any matter or thing arising out of,done, performed or omitted, to be done or performed underthis Agreement.

(3) On the said Bill commencing to operate as an Actall the provisions of this Agreement shall operate and takeeffect notwithstanding the provisions of any Act or law.

5. On or before 30th September 1975 (or thereafter withinsuch extended time as the Minister may allow as hereinafterprovided) the Company shall submit to the Minister to thefullest extent reasonably practicable its detailed proposals(which proposals shall include plans where practicable andspecifications where reasonably required by the Minister)for measures to be taken in respect of the approved projectfor the protection and management of the environmentincluding rehabilitation and/or restoration of the minedareas, the prevention of the discharge of tailings, slimes,pollutants or overburden into the surrounding country,water courses, lakes or underground water supplies and theprevention of soil erosion.

Considera- 6. (1) On receipt of the said proposals the Minister shall-tion ofproposals. (a) approve of the said proposals either wholly or

in part without qualification or reservation; or

(b) require as a condition precedent to the givingof his approval to the said proposals that theCompany makes such alteration thereto orcomplies with such conditions in respect theretoas he thinks reasonable and in such a case theMinister shall disclose his reasons for suchconditions.


(2) The Minister shall within 2 months after receipt Advice ofof the said proposals give notice to the Company of his miaelitoej.8decision in respect to the same.

(3) If the decision of the Minister is as mentioned inparagraph (b) of subclause (1) of this Clause the Ministershall afford the Company full opportunity to consult withhim and should it so desire to submit new proposals eithergenerally or in respect to some particular matter.

Consulta-tion withMinister.

(4) If the decision of the Minister is as mentioned in Minister'sthe said paragraph (b) and the Company considers that decision

subJect tothe condition precedent is unreasonable the Company may arbitration.within 2 months after receipt of the notice mentionedin subclause (2) of this Clause elect to refer to arbitra-tion in the manner hereinafter provided the question ofthe reasonableness of the condition precedent.

(5) An award made on an arbitration pursuant to Arbitrationsubclause (4) of this Clause shall have force and effect award.as follows

(a) if by the award the dispute is decided againstthe Company then unless the Company within3 months after delivery of the award givesnotice to the Minister of its acceptance ofthe award this Agreement shall on the expira-tion of that period of 3 months cease anddetermine; or

(b) if by the award the dispute is decided in favourof the Company the decision shall take effectas a notice by the Minister that he is sosatisfied with and approves the matter ormatters the subject of the arbitration.

7. If the Company at any time during the continuance Additionalof this Agreement desires to significantly modify expand proposals.

or otherwise vary its activities beyond those specified inthe approved project it shall give notice of such desireto the Minister and within 2 months thereafter shallsubmit to the Minister detailed proposals in respect ofall matters covered by such notice and such other mattersas the Minister may require. The provisions of Clauses5 and 6 where applicable shall mutatis nzutandis applyto detailed proposals submitted pursuant to this subclause.The Company shall implement the approved proposalsin accordance with the terms thereof.

8. (1) The Company shall, in respect of the matters Additionalreferred to in Clause 5 which are the subject of approved proposalsror theproposals under this Agreement, carry out a continuous protectionprogramme of investigation and research including moni- aolftctihme anage-toring and the study of sample areas to ascertain the environment.


effectiveness of the measures it is taking pursuant to itsapproved proposals for the protection and management ofthe environment.

(2) The Company shall during the currency of thisAgreement at yearly intervals commencing from the datewhen the Company's proposals are approved submit aninterim report to the Minister concerning investigationsand research carried out pursuant to subclause (1) of thisClause and at 3 yearly intervals commencing from suchdate submit a detailed report to the Minister on the resultof the investigations and research during the previous3 years.

(3) The Minister may within 2 months of the receiptof the detailed report pursuant to subclause (2) of thisClause notify the Company that he requires additionaldetailed proposals to be submitted in respect of all or anyof the matters the subject of the detailed report.

(4) The Company shall within 2 months of the receiptof a notice given pursuant to subclause (3) of this Clausesubmit to the Minister additional detailed proposals asrequired and the provisions of Clauses 5 and fi whereapplicable shall mutatis nzutandis apply in respect of suchproposals.

(5) The Company shall implement the approved pro-posals in accordance with the terms thereof.

Completionof approvedproject.

9. The Company shall complete the approved projectwithin 1 year of the commencement date and implementthe approved proposals in accordance with the termsthereof.

Use of local 10. (1) The Company shall for the purposes of thisprofessional Agreement as far as it is reasonable and economicallyservices,labour and practicablematerials.

(a) use the services of engineers, surveyors,architects and other professional consultantsresident and available within the said State;

(b) use labour available within the said State;

(c) when calling for tenders and letting contractsfor works materials plant equipment andsupplies ensure that Western Australiansuppliers manufacturers and contractors aregiven reasonable opportunity to tender or quote;and


(d) give proper consideration and where possiblepreference to Western Australian suppliersmanufacturers and contractors when lettingcontracts or placing orders for works materialsplant equipment and supplies where pricequality delivery and service are equal to orbetter than that obtainable elsewhere.

(2) The Company shall from time to time during thecurrency of this Agreement when requested by the Ministersubmit a report concerning its implementation of theprovisions of subclause (1) of this Clause.

11. (1) The Company shall— Roads.

(a) be responsible for the cost of the construction Privateand maintenance of all private roads which Roads.shall be used in its operations hereunder;

(b) at its own cost make such provision as shallensure that all persons and vehicles (other thanthose engaged upon the Company's operationsand its invitees and licensees) are excludedfrom use of any such private roads; and

(c) at any place where such private roads areconstructed by the Company so as to cross anyrailways or public roads provide such reasonableprotection as may be required by the Commis-sioner of Main Roads or the Railways Commis-sion as the case may be.

(2) The State shall maintain or cause to be maintainedpublic roads over which it has control (and which may beused by the Company) to a standard similar to comparablepublic roads maintained by the State.

(3) In the event that the Company's operations requirethe use of a public road which is inadequate for thepurpose, or result in excessive damage or deterioration ofany public road (other than fair wear and tear) theCompany shall pay to the State the whole or an equitablepart of the total cost of any upgrading required or ofmaking good the damage or deterioration as may be reason-ably required by the Commissioner of Main Roads havingregard to the use of such road by others PROVIDED THATnothing in this subclause shall apply to the Eneabba-Geraldton highway.

PublicRoads.


Liability.

(4) The parties hereto further covenant and agree witheach other that

(a) for the purposes of determining whether andthe extent to which-

(i) the Company is liable to any person orbody corporate (other than the State);Or

(ii) an action is maintainable by any suchperson or body corporate

in respect of the death or injury of any personor damage to any property arising out of theuse of any of the roads for the maintenanceof which the Company is responsible hereunderand for no other purpose the Company shallbe deemed to be a municipality and the saidroads shall be deemed to be streets under thecare control and management of the Company;and

(b) for the purposes of this Clause the terms"municipality" "street" and "care control andmanagement" shall have the meanings whichthey respectively have in the Local Govern-ment Act, 1960.

RailwaysFreightto becarried.

Othercommodities.

12. (1) The State shall authorise and cause the RailwaysCommission to transport or arrange to transport and theCompany shall so consign

(a) by rail, or by road (at the election of theRailways Commission) all its production ofheavy mineral concentrates from a loadingpoint or points to be agreed at or near theconcentration plant to an unloading point orpoints to be agreed at the separation plant;

(b) by rail all its production of heavy mineralsfrom a loading point or points to be agreed atthe separation plant to the port or elsewhereas the State may agree; and

(c) in so far as is practicable, all other bulkcommodities required for the Company'soperations hereunder.

(2) The Company may at its election transport eitherby road or by rail all commodities other than those referredto in subelause (1) of this Clause required for its operationshereunder PROVIDED THAT the Railways Commission shallnot be required to accept rail freight in less than full wagonloads.


(3) Until such time as the Railways Commission Method of

operates a rail service between the separation plant and the transport.

port the Company may transport its heavy mineral concen-trates and heavy minerals, by road between the separationplant and the port.

(4) Where the Company elects to transport commodities licenses.by road pursuant to subclause (2) of this Clause or where

the Company desires to transport heavy mineral concen-trates and heavy minerals by road between the separationplant and the port pursuant to subclause (3) of this Clausethe Commissioner of Transport shall upon request by theCompany and upon payment of the licence fees prescribedby him under the Transport Commission Act, 1966 issuelicences for road carriage to the Company or its nomineesprovided that such nominees shall be persons whose charac-ter qualifications and financial stability are approved by theCommissioner.

(5) If the Railways Commission elects to transport orarrange the transport of the Company's heavy mineralconcentrates by road from the concentration plant to theseparation plant the following provisions shall apply

(a) The Railways Commission shall with suitablecovered bulk road vehicles provide a road servicebetween the concentration plant and theseparation plant Monday to Saturday inclusivein each week. Should additional services beprovided at the request of the Company onSundays, the Company shall reimburse theRailways Commission for any additionalexpenses which are payable as a consequence.

(b) The Company shall provide and maintain astockpile of heavy mineral concentrates at theconcentration plant of sufficient size to ensurethe continuity of the road service.

(c) The Company shall be responsible for the load-ing and unloading of the heavy mineralconcentrates and shall provide suitable equip-ment for this purpose.

(6) Subject to the provisions of Clause 19 when theRailways Commission commences to transport heavy mineralconcentrates by rail from the concentration plant to theseparation plant, the Company shall if required by theRailways Commission and in accordance with plans andspecifications approved by the Railways Commission at itsown cost provide and maintain loading and unloadingfacilities sufficient to meet train operating requirements

RailAdditionalfacilities.


and terminal equipment (including weighing devices, com-munication systems, sidings, shunting loops, spurs and otherconnections) together with a staff adequate to ensure theproper operation of all such loading and unloading facilitiesand terminal equipment.

Maintenance. (7) Subject to the provisions of subclause (6) of thisClause the Railways Commission shall at is own cost providemaintain and service all railways, locomotives, brakevansand wagons necessary and suitable for the purposes of thisAgreement provided that the Company may if it so electsprovide wagons to a design and specification approved bythe Railways Commission and such wagons shall be main-tained and serviced by the Railways Commission. TheRailways Commission shall be responsible for the cleaningof all wagons used for the purposes of this Agreement.

(8) To enable the Railways Commission to transportor arrange the transport of the Company's heavy mineralsby rail from the separation plant to the port the Companyshall at its own cost provide maintain and operate loadingfacilities at the separation plant to the satisfaction of theRailways Commission.

(9) The Company shall provide to the satisfaction ofNotice ofrequire- the Railways Commission adequate notice in advance ofmente. its requirements (including anticipated tonneages in each

year) as to the use of the railway to enable the RailwaysCommission to make arrangements to meet those require-ments and shall thereafter give not less than 18 monthsprior notice of any change in those requirements. In par-ticular the Company shall agree with the Railways Com-mission the pattern of working including weekly andmonthly despatches.

Conditionsof carriage.

Freightrates.

(10) All commodities transported by or on behalf of theRailways Commission pursuant to this Clause shall becarried at the Company's risk and shall be subject to theby-laws made under the Government Railways Act, 1904(in so far as those by-laws are not inconsistent with thisAgreement) and to the provisions of this Clause.

(11) The Company shall pay to the State freight inrespect of all commodities specified in the First Schedulehereto carried by the Railways Commission pursuant to thisAgreement at the appropriate freight rates and in themanner and subject to the conditions set out in thatSchedule.

New (12) The State shall for the purposes of this Agreementrailway.

and as authorised by the Dongara-Eneabba Railway Act,1974 cause the Railways Commission to construct and

Loadingfacilities.

1975:1 Mineral Sands (Allied [No. 54.Eneabba) Agreement.

operate a railway to the mining areas. The route of therailway south of Eneabba shall be aligned by the RailwaysCommission after consultation with the Company.

(13) The Company shall ensure that mining adjacent Mining•to the railway shall be carried out in such manner as notto endanger the railway. The Company shall obtain theprior approval of the Railways Commission before commenc-ing any mining which might be likely to affect the stabilityof the railway.

(14) Notwithstanding the provisions of Clause 11 (1) (c) Ross assthe Company shall be permitted access over the railwayonly at crossings approved by the Railways Commission.

(15) The Railways Commission shall at its cost removeany section of the railway not required by the RailwaysCommission for serving the mineral sands mining andprocessing operations of the Company or other companiesso engaged.

(16) Should any portion of the railway be within themineral lease the Company may not earlier than 1stJanuary 1980 request the Railways Commission to divertthe railway to allow mining of that portion of the minerallease. On receipt of such request the Railways Commis-sion shall with reasonable expedition determine an alter-native route for the railway satisfactory to the RailwaysCommission and for this purpose may require the Companyto provide land at the Company's expense. The RailwaysCommission shall subject to the availability of landdivert the railway within 12 months of the determinationof the alternative route as aforesaid PROVIDED THATthe Railways Commission shall only be required to makeone diversion pursuant to this subclause during thecurrency of this Agreement.

13. (1) The State shall cause the State Electricity Com-mission to use its best endeavours to complete by not laterthan 30th June 1978 a 132 kV transmission line to Eneabbaand a 33 kV feeder line to a point on or adjacent to themineral lease with the object of meeting inter alia theCompany's requirements of electricity for its operationshereunder.

(2) Subject to completion of the said transmissionline and feeder line the State Electricity Commission shallsupply and the Company shall purchase from the State:Electricity Commission all its requirements of electricity

Removal ofrailway.

Diversion ofrailway.

Electricity.


for its operations hereunder on the State Electricity Com-mission's usual conditions and at the tariffs prescribedfrom time to time appropriate to the Company's level ofuse.

(3) Notwithstanding the terms of subclause (2) of thisClause the Company may in accordance with the approvedproject and subject to the provisions of the ElectricityAct, 1945 and the approval and requirements of the StateElectricity Commission, install and operate at its cost,at a convenient location within the mineral lease, equip-ment to generate electricity for all or part of its operationshereunder and continue to operate such equipment ingenerating all or part of its requirements of electricityafter completion of installation by the State ElectricityCommission of the transmission line and the feeder linereferred to in subclause (1) of this Clause for such periodas the parties may agree.

Water supplyminingareas.

Search inminingareas.

Searchoutsideminingareas.

Grant oflicence.

14. (1) The Company has given the State notice in theform required by the Minister in respect of its daily require-ments of water at the mining areas (which amounts orsuch other amounts as shall from time to time be agreedbetween the parties hereto to be reasonable shall herein-after be called "the Company's daily water requirements").

(2) The Company shall at its cost and in collaborationwith the State continue to search for underground waterwithin the mining areas. Where appropriate the Companyshall employ and retain experienced groundwater con-sultants. The Company shall furnish to the Ministerdetails of the results of its investigations and copies ofthe reports of such consultants as they become available.

(3) If in the opinion of the Minister, the reports ofthe consultants pursuant to subclause (2) of this Clauseindicate that the source of underground water in the miningareas is likely to be inadequate to supply the Company'sdaily water requirements, the parties hereto shall agreeon a programme which shall be carried out by the Stateat the cost of the Company to search for water inside andoutside the mining areas. The State may at its discretionextend such water search to provide a quantity of watergreater than that required to supply the Company's dailywater requirements, but in that event, the cost of suchsearch shall be shared by the parties hereto in such amanner as may be agreed to be fair in all the circumstances.

(4) If the investigations referred to in subclauses (2)and (3) of this Clause prove to the satisfaction of theMinister the availability of suitable underground water


sources which can continue to be drawn on by the Companywithout seriously affecting the water pressure in the aquiferbeneath the mining areas or adjacent areas or the availabil-ity of water in the adjacent areas, the State shall continueto grant to the Company a licence to develop and drawfrom such sources without cost the Company's daily waterrequirements on such terms and conditions as the Ministermay approve and during the continuance of thisAgreement grant renewals of such licence on such termsand conditions as the Minister may approve PROVIDEDHOWEVER that if at any time the Minister, having regardto the reports of the Company's consultants, considersthat such sources are hydrologically inadequate to meetthe Company's daily water requirements, the State mayafter consultation with the Company limit the amount ofwater which may be taken from such sources at any onetime or from time to time to the maximum which suchsources are hydrologically capable of meeting.

(5) The Company shall at its own expense provide constructionvfand construct to standards approved by the State all loowr

necessary bores valves pipelines meters tanks pumpsequipment and appurtenances necessary to draw transportuse and dispose of water drawn from any source licensedto the Company.

(6) If during the currency of a licence granted under surrenderthe provisions of this Clause the Minister is of the opinion of licence.

that it would be desirable for water conservation purposesor water management purposes that sources of waterlicensed to the Company be controlled and operated bythe State as part of a district or regional water supplyscheme, the Minister may on giving 6 months prior noticeto the Company of his intention, revoke the licence andacquire the Company's water supply facilities for a monetaryconsideration to be determined by the Minister.

Immediately from the revocation of such licence theState shall, subject only to the continued hydrologicalavailability of water from such sources, commence andthereafter continue to supply water to the Company upto the same amount and at the same rate as that whichthe Company would have been entitled to draw under suchsurrendered licence and the proviso to subclause (4) ofthis Clause shall in like manner apply to this subclause.

(7) If at any time after the State has acquired theCompany's water supply facilities in terms of subclause (6)of this Clause it is necessary to expand those facilities tomeet the Company's daily water requirements then theState may in the course of developing any district or re-gional water supply, construct further works of the kind

Regionalwatersupply.


mentioned in subclause (5) of this Clause and the costthereof having regard to the utilisation of such furtherworks by the State in meeting the Company's daily waterrequirements shall be shared by the parties hereto in such amanner as may be agreed to be fair in all the circumstances.

Supply tothird party

Investiga-tion ofsurfacewater.

(8) The State may after first having due regard to theCompany's daily water requirements and the hydrologicaladequacy of the sources from which the Company drawswater or from which the Company's daily water require-ments are supplied, upon not less than three monthsprior notice to the Company specifying the identityof the third party including where applicable the State andthe estimated maximum daily and total quantity of waterto be drawn by that third party and the period over whichsuch drawing is to occur grant to a third party rights todraw water or itself draw water from such sourcesPROVIDED THAT

(a) where the Company has paid (in whole or inpart) any moneys in respect of the investigationproving development and utilisation of suchsources as provided pursuant to this Clause, theState shall require as a condition of such grantthat where such third party is or will be asubstantial user of water within five years ofthe commencement date that party (but notthe State) shall reimburse to the Company aproportion of such moneys as the Minister de-termines is fair and reasonable having regardinter alia to the proportion which that party'sactual or potential requirements for water bearsto the total capacity of such sources; and

(b) where the Company draws or is supplied withwater from a source developed wholly at itsexpense pursuant to this Clause, the State shallensure that it is a condition of such grant tothird parties (other than the State) that inthe event that the capacity of the source isreduced, such reduction shall be first appliedto such third parties and thereafter if furtherreduction is necessary the State's and the Com-pany's requirements shall be reduced in suchproportion as may be agreed.

(9) In the event of water supplies from available under-ground sources proving insufficient to meet the Company'sdaily water requirements the Company shall notwithstand-ing the provisions of subclause (3) of this Clause collaboratewith the State in an investigation of surface water catch-ments and storage dams. The Company shall if it proposesto utilise such surface water, water catchments, and storagedams pay to the State a sum or sums to be agreed towards

1975. ] Mineral Sands (Allied [No. 54.Eneabba) Agreement.

the cost of such investigation and towards the cost of con-structing any water storage dam or dams and reticulationfacilities required PROVIDED THAT the State may in itssole discretion elect to construct a water storage dam ordams and reticulation facilities having a capacity in excessof that required to supply the Company's needs and in thatevent the Company's contribution shall be limited to a fairand reasonable proportion of the total cost of constructingsuch water storage dam or dams and reticulation facilities.

(10) The State shall for the purposes of the approvedproject and where applicable an approved proposal here-under supply the Company's water requirements at theseparation plant from existing sources and for such purposesshall pay to the State a fair and reasonable sum to coverthe capital costs involved PROVIDED HOWEVER thatshould such sources prove hydrologically inadequate to meetthe State's and the Company's requirements the State maylimit the amount of water which may be taken from suchsources at any one time or from time to time to the maxi-mum which such sources are hydrologically capable of meet-ing in such proportion as may be agreed between the Stateand the Company.

(11) Should the Minister at any time consider that itis likely that it will be necessary pursuant to the proviso tosubclause (10) of this Clause to limit the amount of waterto be taken from the water sources therein mentioned theState shall with all reasonable expedition search for new oradditional underground water sources with a view to main-taining the full quantity of water required by the Companyat the separation plant. The Company shall pay to the Statea fair and reasonable proportion (whether by way of capitalcontribution or otherwise as the Minister may approve) ofthe cost of investigating and developing such new or addi-tional water sources.

(12) The Company shall pay the State for water suppliedby the State and consumed on the minning areas and atthe separation plant a fair price to be negotiated betweenthe parties having regard to the actual cost of operatingand maintaining the supply and provision for replacementof the water supply facility. Water supplied by the Statewithin the town shall be subject to the provisions of theCountry Areas Water Supply Act, 1947.

(13) The Company shall to the extent that it is practicaland economical design, contruct and operate its works underthis Clause so as

(a) to make use of brackish or saline water;

WaterSupply atseparationplant.

Additionalwatersearch.

Paymentfor water.

Design ofworks.


(b) to recycle all water, and

(c) to prevent loss of water by leakage, spillage orevaporation.

Rights inWater andIrrigationAct.

Sea waterlicence.

Minerallease.

(14) Any reference in the foregoing provisions of thisClause to a licence is a reference to a licence under theRights in Water and Irrigation Act, 1914 and the provisionsof that Act relating to water rights and licences shall exceptwhere inconsistent with the provisions of this Agreementapply to any water source developed for the Company'spurposes under this Agreement.

(15) Upon the request of the Company the State shallgrant to the Company a licence to thaw from the sea itsrequirements of sea water for the purposes of the approvedproject and where applicable an approved proposal here-under and shall assist the Company in acquiring rights ofway for any pipeline involved.

15. (1) On application made by the Company, as soon aspracticable after the commencement date for a minerallease over so much of the land in the red areas as theCompany desires and in respect of which the Company thenholds mineral claims, the State shall upon the surrender bythe Company of all such mineral claims cause to be grantedto the Company at the rental specified from time to timein the Mining Act a mineral lease of such land within themining areas so applied for (notwithstanding that thesurvey in respect thereof has not been completed but subjectto such corrections to accord with the survey when com-pleted) such mineral lease to be granted under and, exceptas otherwise provided in this Agreement, subject to theMining Act but in the form of the Second Schedule heretoand in respect of the minerals set out therein and subjectto such other conditions as the Minister for Mines mayreasonably require from time to time for the purpose ofreducing or making good injury to the surface of the landin the mineral lease or injury to anything on or below thesurface of that land.

(2) Subject to the performance by the Company of itsobligations under this Agreement and the Mining Act andnotwithstanding any provisions of the Mining Act to thecontrary, the term of the mineral lease shall be for a periodof 21 years commencing from the date of receipt of appli-cation with the right during the currency of this Agreementto take successive renewals of the said term each for aperiod of 21 years upon the same terms and conditions,subject to the sooner determination of the said term upon


the cessation or determination of this Agreement, such rightto be exercisable by the Company making written applica-tion for any such renewal not later than 1 month beforethe expiration of the current term of the mineral lease.

(3) The State shall ensure that during the currency of Labourthis Agreement and subject to compliance with its obliga- conditions.

tions hereunder the Company shall not be required tocomply with the labour conditions imposed by or under theMining Act in regard to the mineral lease.

(4) The State shall not during the currency of this TrAgreement register any claim or grant any lease or other itennem9nts.mining tenement under the Mining Act or otherwise bywhich any person other than the Company or an associatedcompany will obtain under the laws relating to mining orotherwise any rights to mine or take the natural substances(other than petroleum as defined in the Petroleum Act,1967) within the mineral lease unless the Minister reason-ably determines that it is not likely to unduly prejudiceor to interfere with the operations of the Company here-under assuming the taking by the Company of all reason-able steps to avoid the interference.

(5) The Company shall at all times permit the Stateand third parties (with or without stock vehicles and roll-ing stock) to have access to and to pass over the minerallease (by separate route, road or railway) so long as thataccess and passage does not materially prejudice or interferewith the operations of the Company under this AgreementPROVIDED THAT the provisions of this subclause shall notapply to privately owned land in the mineral lease.

(6) The Company shall not commence any miningor related operations for the purposes of this Agreementon privately owned land unless and until it has enteredinto a written agreement with the owner and occupierof such land for the purpose of providing for compensa-tion arising out of its operations or proposed operationson the land, and within 14 days after the date thereof or(in the case of an agreement entered into before the datehereof) after the execution of this Agreement, lodge atrue copy of the agreement with the Minister for Mines.

Access overminerallease.

Mining onprivate land.

(7) (a) The Company shall not later than 3 years glociror aafter the date of commencement of the yellow areasmineral lease surrender the yellow areas to minintheerai

the State. lease.

(b) The Company shall in respect of the yellowareas surrendered pursuant to paragraph (a)of this subclause have the right at the dateof surrender, notwithstanding the provisions


of the Mining Act to apply for and haveincluded in the mineral lease upon and subjectto the same terms covenants and conditionsas apply to the mineral lease (with suchapportionment of rents as is necessary), suchof the yellow areas as the Company desiresover which the Company at the date of sur-render holds mineral claims notwithstandingthat the survey of such additional land hasnot been completed (but subject to correctionto accord with the survey when made at theCompany's expense).

Mining onReserveNo. 31030.

(8) Subject to the provisions of the mineral lease andsuch other terms and conditions as the Minister may requirepursuant to approved proposals hereunder the Companyshall have the right to mine such part of the land thesubject of Reserve No. 31030 and any other land reservedunder the Land Act as is included in the mineral lease.

Land. 16. The State shall, for the purposes of the approvedproject and where applicable an approved proposal here-under, grant to the Company, or arrange to have theappropriate authority or other interested instrumentalityof the State grant for such periods and on such terms andconditions (including renewal rights) as shall be reasonablehaving regard to the requirements of the Company, leasesfor any purposes related to the Company's operations underthis Agreement.

Modificationof Land Act.

17. For the purpose of this Agreement in respect of anyland sold or leased to the Company by the State whereapplicable the Land Act shall be deemed to be modifiedby:

(a) the substitution for subsection (2) of section 45Aof the following subsection:

(2) Upon the Governor signifying approvalpursuant to subsection (1) of this sectionin respect of any such land the same maysubject to this section be sold or leased;

(b) the deletion of the proviso to section 116;

(c) the deletion of section 135;

(d) the deletion of section 143;

(e) the inclusion of a power to offer for sale or leasingland within or in the vicinity of the town; and

1975.1 Mineral Sands (Allied [No. 54.Eneabba) Agreement.

(f) the inclusion of a power to offer for sale or grantleases or licences for terms or periods and on suchterms and conditions (including renewal rights)and in forms consistent with the provisions of thisAgreement in lieu of the terms or periods, the termsand conditions and the forms referred to in theLand Act.

The provisions of this Clause shall not operate so as toprejudice the rights of the State to determine any leaselicence or other right or title in accordance with the otherprovisions of this Agreement.

18. (1) To enable the Company to do those things necessaryto attract and sustain a stable and content workforce andassociated population (including the development and main-tenance of an attractive physical environment together withappropriate community, recreation, civic, social andcommercial amenities) the Company shall continue tocollaborate with the State in the development of an areaor areas in the town for the purposes of the approvedproject and where applicable an approved proposal here-under.

(2) The Company shall at its cost cause to be providedand maintained at the town and made available at suchprices, rentals or charges and upon such terms and condi-tions as are fair and reasonable under the circumstances,housing accommodation to the extent necessary to providefor the needs of persons and the dependants of such personsengaged in connection with the Company's operationshereunder.

(3) For the purposes of subclause (2) of this Clausethe State shall in accordance with the approved projectand where applicable an approved proposal hereunder makeavailable lots of land in the town for purchase by the Com-pany at prices determined by the State.

(4) The parties recognise that as a consequence in partof the progressive development of the Company's operationshereunder the need will progressively develop at the townfor additional sewerage treatment works water supply head-works main drainage educational hospital medical andpolice services and community recreation civic social andcommercial amenities. The Company accepts the principleof fair and reasonable sharing by it whether by way ofcapital contribution or otherwise of the costs of establish-ing and extending such works services and amenities havingregard to the benefits flowing to the State, the community,the Company and others therefrom.

Towndevelopment.

Port.

Stockpilearea.

Commoninloadingsystem andcommonmaterialshandlingsystem.

Operationof commoninloadingsystem andcommonmaterialshandlingsystem.

Avoidanceof dustnuisance.


19. (1) The Company shall ship through the port suchportion of its heavy minerals and heavy mineral productswhich are produced pursuant to this Agreement as aredestined for shipment in bulk overseas (and for that pur-pose shall have access to the wharf) and shall subject tothe provisions of this Clause provide at no cost to the Stateall necessary storage and reclaiming equipment and allother facilities required at the port to carry out its obliga-tions under this Agreement.

(2) The State shall cause the Geraldton Port Authorityto grant to the Company a lease of land at the port for astockpile area for such period and on such terms and con-ditions (including renewal rights) as shall be reasonablehaving regard to the purposes of the Company's operationshereunder and the term of the mineral lease.

(3) In the event that the State, having regard, interalia, to the tonneages of heavy minerals and heavy mineralproducts being shipped through the port by the Companyand others, causes the Geraldton Port Authority afterconsultation with the Company and other companies ship-ping heavy minerals and heavy mineral products throughthe port to construct either the common inloading systemor the common materials handling system, or both, and theWMC Joint Venturers to operate such system or systems theCompany shall use such system or systems for itsoperations hereunder and together with other companiesshipping heavy mineral and heavy mineral products throughthe port shall make such contribution to the State inrespect of such system or systems (whether by way of capi-tal contribution or otherwise) as the State considers equit-able in the circumstances.

(4) The State shall use its best endeavours to arrangefor the WMC Joint Venturers to operate and maintainthe common inloading system and/or the common materialshandling system as the case may be on terms and condi-tions to be agreed between the WMC Joint Venturers andthe Company and approved by the State.

(5) In the event that the WMC Joint Venturers donot operate and maintain the common inloading systemand/or the common materials handling system as the casemay be pursuant to subclause (4) of this Clause the Stateshall cause the Geraldton Port Authority to operate andmaintain either or both systems on terms and conditionsto be determined by the State after consultation with theCompany, and the Company shall use such system orsystems as the case may be for its operations hereunder.

(6) The Company shall design and operate its stock-piling, reclaiming and other equipment and facilities atthe port so as to avoid dust nuisance and loss of heavyminerals and heavy mineral products during handling andstorage operations.


20. (1) The Company shall pay to the State in respectof all minerals mined or produced by the Company fromthe mineral lease and sold by it royalties at the rates fromtime to time prescribed under or pursuant to the provisionsof the Mining Act.

(2) Notwithstanding the provisions of subclause (1)of this Clause the royalties payable by the Company inrespect of all minerals mined or produced by it from themineral lease during a period of 4 years commencing from30th June 1976 shall be at rates not exceeding those pre-scribed pursuant to the provisions of the Mining Act in forceat 30th June 1976.

Royalties.

(3) The Company shall during the continuance of this Return andAgreement within 14 days after the following quarter days poagrinest. of

namely the last days of March, June, September and Decem-ber in each year (commencing with the quarter day next fol-lowing the date when the first commercial shipment or saleis made) furnish to the Minister for Mines a return showingsuch particulars as the Minister for Mines requires to enablethe calculation of the royalty payable under this Clauseand shall pay to the Minister for Mines, at the time offurnishing the return the royalty payable hereunder.

(4) The Company shall permit the Minister for Mines Inspection.or his nominee to inspect at all reasonable times and to takecopies of or extracts from all books of account and recordsof the Company as are relevant for the purpose of deter-mining the amount of royalty payable under this Clauseand if required by the State take reasonable steps to satisfythe State either by certificate of a competent independentparty acceptable to the State or otherwise to the reasonablesatisfaction of the Minister for Mines as to all relevantweights and analyses and shall give due regard to any ob-jection or representation made by the Minister for Minesor his nominee as to any particular weight or assay ofminerals mined or produced by the Company from themineral lease and sold by it which may affect the amount ofroyalty payable hereunder.

21. (1) At a time convenient to the Company but in anyevent not later than four years after the commencementdate the Company shall investigate the technical and eco-nomic feasibility of establishing a plant for secondary pro-cessing to the maximum degree then practicable (but ex-cluding therefrom heavy minerals the subject of existingcontractual commitments) either by the Company alone orjointly with any other company or companies. The Companyshall report in detail the progress and results of such inves-tigations to the Minister not later than 90 days after theexpiry of the period referred to in this subclause.

Secondaryprocessing.


(2) The State may also undertake the studies men-tioned in subclause (1) of this Clause and for that purposethe Company shall provide the State on a confidential basiswith such information as it may reasonably require but theCompany shall not be obliged to supply technical informa-tion of a confidential nature with respect to processes thathave been developed by the Company alone or with othersor acquired from other sources and that is not generallyavailable to the mineral sands industry.

(3) The Minister may consider the studies undertakenunder subclauses (1) and (2) of this Clause and if theMinister is of the opinion that in all the circumstancesthen applying to the Company the establishment of a plantfor secondary processing is technically and economicallyfeasible and competitive on world markets, then the Minis-ter may notify the Company of such decision. If so requestedby the Company the Minister shall give to the Companyall information obtained during such studies (other thaninformation confidential to third parties).

(4) If the Company disagrees with the result of suchstudies and/or the Minister's decision thereon the Companyshall have the right at any time within six months after thereceipt of the Minister's notice to refer the matter to arbi-tration hereunder. If the Company shall agree that theestablishment of a plant for secondary processing is techni-cally and economically feasible and competitive on worldmarkets (in which case it shall so advise the Ministerpromptly) or if it shall be so determined by arbitration asaforesaid then the Company shall submit a proposal there-for in accordance with the provisions of Clause 7 of thisAgreement, either alone or jointly with another companyor other companies. Any such plant shall be in operationnot later than three years after the date upon which theCompany shall advise the Minister as to its agreementaforesaid or the date of the arbitration award.

(5) If

(a) the Company on completion of its investiga-tions within the period and in the manner out-lined in subclause (1) of this Clause is of theopinion that the establishment of a plant forsecondary processing is not technically andeconomically feasible and competitive on worldmarkets and the Minister concurs; or

(b) the Minister shall disagree with such opinionbut on a reference to arbitration in terms ofsubclause (4) of this Clause the award shall bein favour of the Company


then the provisions of subclauses (1), (2), (3) and (4) ofthis Clause shall continue to apply mutatis mutandis but inrelation to the next ensuing four years and so on duringthe term of this Agreement until such time as the Companyshall become obligated in terms of subclause (4) to proceedwith the establishment of a plant for secondary processing.

(6) (a) If the Company having become obligated interms of subclause (4) of this Clause fails tosubmit proposals or to complete and commissiona plant for secondary processing within thetime and in the manner prescribed by thatsubclause, neither failure shall give rise to anyaction for breach of contract nor shall theprovisions of Clause 32 apply but in either suchevent the State may give notice to the Companythat it proposes to negotiate with any otherperson (in this Clause called "the third party")to establish a plant capable of subjecting thewhole or any part of "the Company's surplusproduction" (as hereinafter defined in thisClause) to secondary processing on terms andconditions not more favourable on the wholeto the third party than any terms available tothe Company and notifying the Company thatthe whole or part of the Company's surplusproduction may be required for secondaryprocessing after the date specified in suchnotice and may require the Company, duringthe period specified in such notice, not exceed-ing 12 months from the date thereof, to refrainfrom entering into any contract for the saleof the whole or any part of the Company'ssurplus production for delivery after the datespecified in such notice.

(b) If the third party at any time after the dateof the notice referred to in paragraph (a) ofthis subclause enters into an agreement withthe State under which the third party under-takes

(i) to establish a plant capable of subject-ing the whole or any part of theCompany's surplus production tosecondary processing; and

(ii) to have the plant in full production bya certain fixed date

and the State is satisfied that the other partyhas the financial resources to carry out andperform its obligations under the agreementwith the State and under any contract with


Company (as hereinafter mentioned in thisClause) then at the request of the third party,the State may direct the Company to enter intoa contract or contracts with the third partyfor the sale by the Company to the third partyof the whole or a specified portion of theCompany's surplus production on the followingterms and conditions namely:

(I) for such period as is reasonable havingregard to the practice in the industry,to such matters as the Company's orereserves, the capital investment of thethird party in the said plant and theperiod or periods of contracts withother purchasers then bona fide undernegotiation or available to the Companyat the time;

(II) at such price or prices as the Companyis then selling heavy minerals or theprice or prices which the Company isable to obtain under any bona fideproposed sale between the Companyand a purchaser or purchasers dealingat arms length with the Company; and

(III) on such other terms and conditions asthe Company may reasonably impose.

(c) For the purposes of this subclause the term"the Company's surplus production" in relationto each heavy mineral produced by the Com-pany means 50% of the total quantity of suchheavy mineral produced by the Company fromthe mineral lease in a particular year after firsthaving deducted the quantity of such heavymineral required by the Company to fulfil anycontractual arrangements entered into at anytime (other than during the period specified inthe notice referred to in paragraph (a) of thissubclause) and the quantity of such heavymineral which is subjected to secondary pro-cessing by any other company or companies.

Zoning. 22. The State shall ensure that the mineral lease and anylands the subject of any Crown grant lease licence or ease-ment granted to the Company under this Agreement and allfreehold and leasehold land occupied by the Company inaccordance with the approved project or proposals approvedhereunder shall be and remain zoned for use or otherwiseprotected during the currency of this Agreement so that


the operations of the Company hereunder may be under-taken and carried out thereon without any interference orinterruption by the State by any State agency or instrumen-tality or by any local or other authority of the State onthe ground that such operations are contrary to any zoningby-law regulation or order.

23. The State shall ensure that notwithstanding the Rating.

provisions of any Act or anything done or purported to bedone under any Act the valuation of all lands (whether ofa freehold or leasehold nature) the subject of this Agree-ment (except as to any part upon which a permanentresidence shall be erected or which is occupied in connectionwith that residence and except as to any part upon whichthere stands any improvements that are used in connectionwith a commercial undertaking not directly related to themining of ore, the transportation and processing of heavymineral concentrates and shipment of heavy minerals andheavy mineral products) shall for rating purposes underthe Local Government Act, 1960 be deemed to be on theunimproved value thereof and no such lands shall be sub-ject to any discriminatory rate, PROVIDED THAT nothingin this Clause shall prevent the Company making theelection provided for by Section 533B of the Local Govern-ment Act, 1960.

24. Except as provided by this Agreement the State shall No discrimi-not impose or permit or suffer any instrumentality of the natory

rates.

said State or any local or other authority to impose discrimi-natory taxes, rates or charges of any nature whatever on orin respect of the titles, property or other assets, products,materials or services used or produced by or through theoperations of the Company hereunder and the State shallnot take or permit any such instrumentality or any localor other authority to take any other discriminatory actionthat would deprive the Company of any rights granted orintended to be granted to it under this Agreement.

25. The State may as and for a public work under thePublic Works Act, 1902, resume any land required forthe purposes of this Agreement and notwithstanding anyother provisions of that Act may sell lease or otherwisedispose of the land to the Company. The Company shallpay to the State on demand the costs of and incidentalto any land resumed at the request of and on behalf ofthe Company pursuant to this Clause.

Resumptionfor thePurposesof thisAgreement.

No resump-tion.

No. 54.1 Mineral Sands (Allied [1975.Eneabba) Agreement.

26. The State agrees that subject to the performance bythe Company of its obligations hereunder the State shallnot resume or suffer or permit to be resumed by an instru-mentality or by any local or other authority of the saidState any portion of the land the subject of any speciallease mentioned in Clause 16 the resumption of whichwould materially impede the Company's works and acti-vities thereon or any portion of the mineral lease whereonany of the Company's works are situate for the purposesof the approved project and where applicable an approvedproposal hereunder the resumption of which wouldmaterially impede the Company's mining or other activitiesthereon nor shall the State create or grant or permit orsuffer to be created or granted by an instrumentality orauthority of the said State any road right of way or ease-ment of any nature or kind whatsoever over or in respectof the land comprised in the said leases whereon any ofthe Company's works are situate for the purposes of theapproved project and where applicable an approved pro-posal hereunder without the consent of the Company firsthad and obtained which consent the Company agrees itshall not arbitrarily or unreasonably withhold.

Assignment. 27. (1) Subject to the provisions of this Clause the Com-pany may at any time

(a) assign mortgage charge sublet or dispose ofto an associated company as of right or toany other company or person with the consentof the Minister the whole or any part of therights of the Company hereunder (includingits rights to or as the holder of any leaselicence easement grant or other title) and ofthe obligations of the Company hereunder; and

(b) appoint as of right an associated company orwith the consent of the Minister any othercompany or person to exercise all or any ofthe powers functions and authorities that areor may be conferred on the Company here-under;

subject however in the case of an assignment subletting ordisposition to the assignee sublessee disponee or the ap-pointee (as the case may be) executing in favour of theState (unless the Minister otherwise determines) a deed ofcovenant in a form to be approved by the Minister to complywith observe and perform the provisions hereof on the partof the Company to be complied with observed or performedin regard to the matter or matters the subject of suchassignment subletting disposition or appointment.


(2) Notwithstanding anything contained in or anythingdone under or pursuant to subclause (1) of this Clause theCompany shall at all times during the currency of thisAgreement be and remain liable for the due and punctualperformance and observance of all the covenants and agree-ments on its part contained herein and in any lease licenceeasement grant or other title the subject of an assignmentmortgage subletting or disposition or appointment undersubelause (1) of this Clause PROVIDED THAT the Ministermay agree to release the Company from such liability wherehe considers such release will not be contrary to the in-terests of the State.

(3) Notwithstanding the provisions of the Mining Act,the Transfer of Land Act, 1893 and the Land Act, insofar asthe same or any of them may apply

(a) no assignment mortgage charge sub-lease ordisposition made or given pursuant to thisClause of or over the mineral lease or any otherlease sublease licence reserve or tenementgranted hereunder or pursuant hereto by theCompany or any assignee sublessee disponee orappointee who has executed and is for the timebeing bound by deed of covenant made pursu-ant to this Clause; and

(b) no transfer assignment mortgage or subleasemade or given in exercise of any power con-tained in any such mortgage or charge

shall require any approval or consent other than such con-sent as may be necessary under this Clause and no equitablemortgage or charge shall be rendered ineffectual by theabsence of any approval or consent (otherwise than as re-quired by this Clause) or because the same is not registeredunder the provisions of the Mining Act.

28. Where the Company whether before or after the execu- substitutedtion of this Agreement executes and has registered in the securities.

Department of Mines a mortgage over a mineral claim in themining areas, and the land the subject of that mineralclaim, on the surrender of such claim, becomes incorporatedin the mineral lease, then provided the consent of the mort-gagee is first obtained, the mineral lease shall notwithstand-ing the provisions of the Mining Act be deemed to be thesubject of such mortgage as if the mineral lease had beenreferred to in the mortgage. A memorandum of any suchmortgages shall be endorsed on the mineral lease in theorder in which they appeared registered against any suchmineral claim at the time of its surrender and shall be notedin the appropriate registers of the Department of Mines by


the Principal Registrar who shall also endorse on the origi-nal and duplicate copies of such mortgages the fact of theirhaving been registered as an encumbrance against themineral lease.

Variation. 29. (1) The parties hereto may from time to time by agree-ment in writing add to substitute for cancel or vary all orany of the provisions of this Agreement or of any leaselicence easement or right granted hereunder or pursuanthereto for the purpose of more efficiently or satisfactorilyimplementing or facilitating any of the objects of thisAgreement.

(2) The Minister shall cause any agreement madepursuant to subclause (1) of this Clause in respect of anyadditional substitution cancellation or variation of theprovisions of this Agreement to be laid on the Table of eachHouse of Parliament within 12 sitting days next followingits execution.

(3) Either House may, within 12 sitting days of thatHouse after the agreement has been laid before it pass aresolution disallowing the agreement, but if after the lastday on which the agreement might have been disallowedneither House has passed such a resolution the agreementshall have effect from and after that last day.

Forcemajeure. 30. This Agreement is deemed to be made subject to any

delays in the performance of the obligations hereunder andto the temporary suspension of the continuing obligationshereunder that may be caused by or arise from circum-stances beyond the power and control of the party respon-sible for the performance of those obligations includingwithout limiting the generality of the foregoing delays orany such temporary suspension as aforesaid caused by orarising from Act of God force majeure earthquakes, floods,storms, tempest, washaways, fire (unless caused by theactual fault or privity of the party responsible for suchperformance) act of war, act of public enemies, riots, civilcommotions, strikes, lockouts, stoppages, restraint of labouror other similar acts (whether partial or general) acts oromissions of the Commonwealth shortages of labour oressential materials reasonable failure to secure contractorsdelays of contractors and inability profitably to sell heavyminerals and heavy mineral products or factors due tooverall world economic conditions or factors due to actiontaken by or on behalf of any government or governmentalauthority (other than the State or any authority of theState) or factors that could not reasonably have been fore-seen PROVIDED ALWAYS that the party whose performance


of obligations is affected by any of the said causes shallpromptly give notice to the other party of the event orevents and shall minimise the effect of such causes as soonas possible after the occurrence.

Power toextendperiods.

31. Notwithstanding any provision of this Agreement theMinister may at the request of the Company from time totime extend or further extend any period or vary or furthervary any date referred to in this Agreement for such periodor to such later date as the Minister thinks fit whether ornot the period to be extended has expired or the date to bevaried has passed.

32. (1) In any of the following events namely if theCompany makes default which the State considers materialin the due performance or observance of any of the coven-ants or obligations to the State herein or in any lease,sublease, licence or other title or document granted orassigned under this Agreement on its part to be performedor observed, or if the Company abandons or repudiates itsoperations under this Agreement and such default is notremedied or such operations resumed within a period of 180days after notice as provided in subclause (2) of this Clauseis given by the State (or—if the alleged default abandon-ment or repudiation is contested by the Company andwithin 60 days after such notice is submitted by the Com-pany to arbitration—within a reasonable time fixed by thearbitration award but not less than 90 days after the makingof the arbitration award where the question is decidedagainst the Company the arbitrator finding that there wasa bona fide dispute and that the Company had not beendilatory in pursuing the arbitration), or if the Company goesinto liquidation (other than a voluntary liquidation for thepurpose of reconstruction) then and in any of such eventsthe State may by notice to the Company determine thisAgreement and the rights of the Company hereunder andunder any lease, licence, easement or right granted here-under or pursuant hereto shall thereupon determine.

(2) The notice to be given by the State in terms ofsubclause (1) of this Clause shall specify the nature of thedefault or other ground so entitling the State to exercisesuch right of determination and where appropriate andknown to the State the party or parties responsible thereforand shall be given to the Company and all such assigneesmortgagees charges and disponees for the time being ofthe Company's said rights to or in favour of whom or bywhom an assignment mortgage charge or disposition hasbeen effected in terms of Clause 27 whose name and address

Determina-tion ofAgreement.

No. 54.] Mineral L ands (Allied [1975.Eneabba) Agreement.

for service of notice has previously been notified in writingto the State by the Company or any such assignee mortgageechargee or disponee.

(3) The abandonment or repudiation by or liquidationof the Company referred to in subclause (1) of this Clausemeans the abandonment or repudiation by or the liquida-tion of all of them the Company and all assignees andappointees who have executed and are for the time beingbound by a deed of covenant in favour of the State asprovided in Clause 27.

(4) If the default referred to in subclause (1) of thisClause shall not have been remedied after such notice orwithin the time fixed by the arbitration award as aforesaidthe State instead of determining this Agreement as afore-said because of such default may itself remedy such defaultor cause the same to be remedied (for which purpose theState by agents workmen or otherwise shall have full powerto enter upon lands occupied by the Company and to makeuse of all plant machinery equipment and installationsthereon) and the costs and expenses incurred by the Statein remedying or causing to be remedied such default shallbe a debt payable by the Company to the State on demand.

Effect ofcessationand deter-mination ofAgreement.

33. (1) Upon the cessation or determination of thisAgreement

(a) except as otherwise agreed by the Minister therights of the Company and those of any as-signee or mortgagee of the Company under thisAgreement or under the mineral lease or anyother lease, licence, easement or right grantedhereunder or pursuant hereto and all the righttitle and interest of the Company and of anysuch assignee or mortgagee in and to any landwherever situated granted to the Company orto such assignee for any other of the purposesof this Agreement shall thereupon cease anddetermine, but without prejudice to the liabilityof either of the parties in respect of any ante-cedent breach or default under this agreementor in respect of any indemnity given here-under; and

(b) the Company shall forthwith pay to the Stateall moneys that may then have been payableor accrued due hereunder; and

(c) except as provided in this Clause or otherwiseprovided in this Agreement neither of theparties shall have any claim against the otherof them in respect to any matter or thing con-tained in or =rising out of this Agreement:


(2) Subject to the provisions of subclause (3) of thisClause upon the cessation or determination of this Agree-ment all buildings erections and other improvements erectedon any land then occupied by the Company or any associatedcompany or assignee of the Company under the minerallease or any other lease, licence, easement, right or grantmade hereunder for the purpose hereof shall become andremain the absolute property of the State without the pay-ment of any compensation or consideration to the Companyor any other party and freed and discharged from allmortgages and other encumbrances and the Company shalldo and execute all such deeds documents and other actsmatters and things (including surrenders) as the State mayreasonably require to give effect to the provisions of thissubclause.

(3) In the event of the Company immediately priorto the cessation or determination of this Agreement orsubsequently thereto desiring to remove any of its elec-tricity generating plant and transmission system or anyof its other fixed or moveable plant and equipment fromany part of the land occupied by it at the date of suchcessation or determination the Company shall give tothe State notice of such desire and thereby shall grantto the State the right or option exerciseable within 3 monthsthereafter to purchase in situ the said electricity generatingplant transmission system and other fixed or moveable plantand equipment or any part thereof at a fair valuation tobe agreed between the parties or failing agreement deter-mined by arbitration hereunder.

34. Nothing in this Agreement shall be construed to exempt EnvIron-the Company from compliance with any requirement in pmroettachon.connection with the protection of the environment arisingout of or incidental to the operations of the Companyhereunder that may be made by the State or any Stateagency or instrumentality or any local or other authorityor statutory body of the State pursuant to any Act for thetime being in force.

35. The Company shall indemnify and keep indemnified Indemnity.the State and its servants agents and contractors in respectof all actions suits claims demands or costs of third partiesarising out of or in connection with any work carried outby the Company pursuant to this Agreement or relatingto its operations hereunder or arising out of or in connec-tion with the construction maintenance or use by the Com-pany or its servants agents contractors or assignees of theCompany's works or services the subject of this Agreementor the plant apparatus or equipment installed in connectiontherewith.

Licences andconsents.

StampDutyExemption.


36. The Company shall make all necessary applicationsfrom time to time to the proper authorities and the Com-monwealth and the State for the grant to it of any licencesor consents required under Commonwealth or State lawto permit it to enter into this Agreement and perform itsobligations hereunder.

37. (1) The State shall exempt from any stamp dutywhich but for the operation of this Clause would or mightbe chargeable on

(a) this Agreement;(b) the Agreement dated 19th December 1972

between Allied Minerals N.L. and the Company;(c) any instrument executed by the State pursuant

to this Agreement granting to or in favour ofthe Company or any permitted assignee ofthe Company any lease licence easement orright granted or demised hereunder or pursuanthereto; and

(d) any assignment sublease or disposition (otherthan by way of mortgage or charge) and anyappointment to or in favour of the Company oran associated company of any interest rightobligation power function or authority madepursuant to the provisions of this Agreement.

PROVIDED THAT this Clause shall not apply to any instru-ment or other document executed or made more than sevenyears from the date hereof.

(2) If prior to the date on which the Bill referred toin Clause 3 to ratify this Agreement is passed as an Actstamp duty has been assessed and paid on any instrumentor other document ref erred to in subclause (1) of this Clausethe State when such Bill is passed as an Act shall on demandrefund any stamp duty paid on any such instrument orother document to the person who paid the same.

Arbitration. 38. (1) Any dispute or difference between the partiesarising out of or in connection with this Agreement theconstruction of this Agreement or as to the rights dutiesor liabilities. of either party hereunder or as to any matterto be agreed upon between the parties under this Agreementshall in default of agreement between the parties and inthe absence of any provision in this Agreement to the con-trary be referred to the arbitration of two arbitrators oneto be appointed by each party, the arbitrators to appointtheir umpire before proceeding in the reference, and everysuch arbitration shall be conducted in accordance with theprovisions of the Arbitration Act, 1895.


(2) Except where proposals are pursuant to the pro-visions of this Agreement referred to arbitration, the pro-visions of this Clause shall not apply to any case where theState the Minister or any other Minister in the Governmentof the said State is by this Agreement given either expresslyor impliedly a discretionary power.

(3) The arbitrators or umpire (as the case may be) ofany submission to arbitration hereunder are hereby em-powered upon the application of either of the parties togrant in the name of the Minister any interim extension ofany period or variation of any date referred to herein whichhaving regard to the circumstances may reasonably be re-quired in order to preserve the rights of that party or of theparties hereunder and an award may in the name of theMinister grant any further extension or variation for thatpurpose.

39. Any notice consent or other writing authorised by or Notices.

required by this Agreement to be given or sent shall bedeemed to have been duly given or sent by the State ifsigned by the Minister or by any senior officer of the PublicService of the State acting by the direction of the Minister'and forwarded by prepaid post to the Company at itsregistered office for the time being in the State and by theCompany if signed on its behalf by a director manager orsecretary of the Company or by any person or personsauthorised by the Company in that behalf or by its solicitors(which solicitors have been notified to the State from timeto time) and forwarded by prepaid post to the Ministerand any such notice consent or writing shall be deemed tohave been duly given or sent (unless the contrary be shown)on the day on which it would be delivered in the ordinarycourse of post.

40. This Agreement shall be interpreted according to the Applicablelaw for the time being in force in the said State. law.

THE FIRST SCHEDULE

A. Heavy mineral concentrates by rail

1. (i) The freight rate/s for the haulage of heavy mineralconcentrates by rail from the concentration plant to theseparation plant shall be as follows:

Tonnes per Annum $ Per TonneOver 100 000 and up to 200 000 3.00Over 200 000 and up to 300 000 2.70Over 300 000 and up to 400 000 2.50Over 400 000 and up to 500 000 2.40Over 500 000 and up to 600 000 2.30Over 600 000 .. 2.26


(ii) In the event that the Company makes a voluntarycapital contribution towards the cost of constructing and/orupgrading the railway between the concentration plantand the separation plant and/or the rolling stock requiredfor the Company's operations the Railways Commissionmay review the freight rates.

(iii) The minimum freight payable under this sub-paragraph in respect of any year commencing from thedate that heavy mineral concentrates are first railed fromthe concentration plant to the separation plant shall,subject to adjustment in accordance with the provisionsof paragraph 2 (x) of this Schedule, be $2.70 x 250 000.

2. The freight rates set out in paragraph 1 (i) of thisSchedule are subject to the following additional condi-tions:—

(i) Trains shall operate up to a maximum of 6 daysper week, commencing 12.01 a.m. Monday andceasing 12.00 midnight on Saturday. The RailwaysCommission shall arrange a train operating patternbetween Monday and Saturday consistent withthe requirements of the Company as advised fromtime to time under Clause 12 (9). The trainoperating pattern shall be based as far as is prac-ticable on the utilisation of the maximum numberof wagons possible per train and the least numberof trains per week required to meet the haulageprogramme of the Company and such trains shallbe tabled at the time most convenient to theoperational requirements of the Railways Com-mission.

(ii) If the needs of the Company reasonably requireoperation on Sunday and such needs do not arisesolely from any failure or inability of the RailwaysCommission, the Company shall reimburse theRailways Commission for any additional expenseswhich are payable as a consequence.

(iii) The Company shall ensure that all wagons areloaded within the authorised axle load capacityand shall be subject to such minimum load perwagon and per train as may be defined by theRailways Commission.

(iv) The Company shall ensure that all wagons areproperly trimmed and secured to permit safe trans-port at all times.

(v) Unless otherwise determined by the Railways Com-mission the Company shall be responsible for themovement of wagons at the loading and unloadingpoints. The Company shall ensure that the loadingand unloading rates are not less than 1 000 tonnes


per hour respectively. If such rates are not regu-larly adhered to the Railways Commission reservesthe right to review the freight rates.

(vi) Freight charges shall be paid by monthly paymentsin the month next following the month of haulageon the basis of the tonneages hauled charged atthe rate or rates applicable to the anticipatedannual tonneage and subject to annual adjustmentafter the expiration of each year with regard tothe tonneage actually carried at the rate or ratesapplicable thereto.

(vii) In ascertaining the actual number of tonnes carriedthe method of measurement shall be agreed betweenthe parties.

(viii) If in any year the Railways Commission transportsa total of more than 600 000 tonnes of heavy mineralconcentrates and heavy minerals by rail fromEneabba for the Company and other operators inthe mineral sands industry the Railways Commis-sion in its sole discretion may review the level ofthe annual minimum tonneage provisions in thisSchedule.

(ix) The Railways Commission shall if required by theCompany provide wagons for heavy mineralshaulage to meet the anticipated requirements ofthe Company given to the Railways Commissionpursuant to the provisions of Clause 12 (9). Ifwagons so provided by the Railways Commissionare not fully utilised for the Company's operationsthe Company shall compensate the Railways Com-mission for loss of wagon usage to an amount tobe agreed between the parties.

(x) The freight rates set out in paragraph 1 (i) of thisSchedule are based on costs prevailing on the 1stJuly, 1973 and shall be adjusted on the 1st January,and 1st July of each year with the changes becom-ing effective on and from these dates, in accordancewith the following formular• 65F{ •80 { In--Li-it La} 4. . 05 il. DI D- D } + . 15{SR1- Ski}

SR f

WHEREFl = New freight rate.F = The existing freight rate.HR = The average hourly rate payable as at

1st July, 1973.


HR1 = The average hourly rate payable as atthe date of adjustment.

D

The wholesale price (duty free) of dis-tillate in Perth as at 1st July, 1973.

D1 = The wholesale price (duty free) of dis-tillate in Perth as at the date ofadjustment.

SR = Price of heavy steel rails per tonne c.i.f.Port of Fremantle as ascertained fromprice schedule covering despatches fromBroken Hill Proprietary CompanyLimited and Australian Iron and SteelProprietary Limited as at 1st July, 1973.

SR1= The price of heavy steel rails per tonnec.i.f. Port of Fremantle ascertained asaforementioned as at the date of adjust-ment.

The rates applicable at the 1st July, 1973 are—Per Hour

1st Class Driver 2.6700

1st Class Guard 2.3700

Trackman 1.8725

6.9125

Average hour rate—$2.3042.Price of distillate per litre-4.707 cents.Price of heavy steel rails per tonne c.i.f. Port of

Fremantle-6121.05.

Adjustments made in accordance with thisformula shall be expressed in a figure of dollars pertonne and calculated to 4 decimal places of a dollarand in doing so the fifth decimal place shall also becalculated so that if the fifth decimal place is .5 orabove, the fourth decimal place shall be increasedby 1.

This formula shall be subject to review by theRailways Commission after consultation with theCompany on the 1st July, 1978 and thereafter atintervals of 5 years.

B. Heavy mineral concentrates by road from the concen-tration plant to the separation plant


C. Heavy minerals by rail from the separation plant to theport

The freight rates under Items B and C shall be fixed bythe Railways Commission after consultation with the Com-pany.

D. Other commodities by rail

All commodities other than those referred to in thisSchedule shall, unless otherwise determined by the RailwaysCommission, be carried subject to By-law 55 made under theGovernment Railway Act, 1904.

THE SECOND SCHEDULEWESTERN AUSTRALIA

MINING ACT, 1904MINERAL SANDS (ALLIED ENEABBA) AGREEMENT ACT,

1975.

MINERAL LEASE

Lease No Mineral Field

ELIZABETH THE SECOND by the Grace of God Queen ofAustralia and Her other Realms and Territories Head of theCommonwealth:

TO ALL TO WHOM THESE PRESENTS shall comeGREETINGS:

KNOW YE that WHEREAS by section 48 of the Mining Act,1904, power is given to the Governor of our State of WesternAustralia, in the Commonwealth of Australia, to grantleases of land for the purposes of mining thereon for anymineral other than gold upon the terms and conditions setforth in the said Act AND WHEREAS by an Agreement madebetween the State of Western Australia and ALLIEDENEABBA PTY. LTD, a company incorporated under theCompanies Act of Western Australia and having its regis-tered office situate at 283 Rokeby Road, Subiaco (hereinaftercalled "the Company" which expression includes its suc-cessors and permitted assigns) which Agreement (herein-after referred to as "the Agreement") was ratified by theMineral Sands (Allied Eneabba) Agreement Act, 1975—theState agreed to grant to the Company on application madeby the Company a mineral lease under and, except as other-wise provided by the Agreement, subject to the Mining Act,1904 AND WHEREAS the Company has now made applica-tion for a mineral lease of the land hereinafter described forthe purpose of mining thereon for titaniferous minerals (in-cluding ilmenite rutile and leucoxene) and magnetite zircon


monazite kyanite staurolite xenotime and garnet NOW WEin consideration of the rents and royalties reserved by theAgreement and in consideration of the other covenants andconditions in this lease and in the Agreement to be observedby the Company DO BY THESE PRESENTS GRANT ANDDEMISE UNTO THE COMPANY but subject to the provi-sions of the Agreement all those pieces and parcels of landsituated in the Mineral Field containing approximately

hectares (subject to such corrections as may benecessary to accord with the survey when made) and par-ticularly described and delineated on the plan in the sche-dule hereto and all those mines, veins, seams, lodes, ordeposits of titaniferous minerals (including ilmenite rutileand leucoxene) and magnetite zircon monazite kyanitestaurolite xenotime and garnet in, on, or under the saidland (hereinafter called "the said mines") together with therights, liberties, easements, advantages and appurtenancesthereto belonging or appertaining to a lessee of a minerallease under the Mining Act, 1904, including all amendmentsthereof for the time being in force and all regulationsmade thereunder for the time being in force (which Actand regulations are hereinafter referred to as "the MiningAct") or to which the Company is entitled under the Agree-ment, excepting and reserving out of this demise any por-tion of the said land which is now used for any publicworks or building whatsoever TO HOLD the said land andthe said mines and all and singular the premises herebydemised for the term of twenty-one (21) years from the day of 19 with the rightto renew the same from time to time for further periodseach of twenty-one (21) years as provided in but subjectto the terms covenants and conditions set out in the Agree-ment and to the Mining Act (as modified by the Agreement)YIELDING and paying therefor the rents and royalties asprovided for in the Agreement AND WE do hereby declarethat this lease is subject to the condition that the Companyshall observe perform and carry out the provisions of theMines Regulation Act, 1946, and all amendments thereoffor the time being in force and the regulations for thetime being in force made thereunder and the provisions ofthe Mining Act (as modified by the Agreement) in so faras the same affect or have application to this lease or anyrenewal thereof.

PROVIDED THAT this lease and any renewal thereof shallnot be determined or forfeited otherwise than under andin accordance with the Agreement.

AND PROVIDED FURTHER that all petroleum and otherminerals (apart from titaniferous minerals (includingilmenite rutile and leucoxene) and magnetite zirconmonazite kyanite staurolite xenotime and garnet) on orbelow the surface of the demised land are reserved to HerMajesty or any person claiming under her and that anyperson lawfully authorised in that behalf may have access


to the demised land for the purpose of searching for andobtaining petroleum or subject to the terms of the Agree-ment other minerals (other than those aforesaid) in anypart of the land under the provisions of the Mining Act orthe Petroleum Act, 1967.

IN WITNESS WHEREOF we have caused our Minister forMines to affix his seal and set his hand hereto at Perthin our said State of Western Australia and the commonseal of the Company was hereunto affixed by authority ofthe Board of Directors this day of 19

THE SCHEDULE ABOVE REFERRED TO (plan of lease).

IN WITNESS WHEREOF this Agreement has been executedby or on behalf of the parties hereto the day and year firsthereinbefore mentioned.

SIGNED by the said THE HON-OURABLE SIR CHARLES WALTERMICHAEL COURT, O.B.E., M.L.A.,in the presence of

ANDREW MENSAROS,Minister for Industrial

Development.

THE Common Seal of ALLIEDENEABBA PTY. LTD. was here-unto affixed by authority of theDirectors and in the presence of

T. GOSLING,Director.

ROBERT AINSLIE,Director.

CHARLES COURT.

[C.S.]

mineral sands (allied eneabba) agreement

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