Iron Ore (Hanwright) Agreement Act 1967 (WA)

1967.] Iron Ore (Hanwright) [No. 19.

Agreement.

IRON ORE. (HANWRIGHT)

AGREEMENT.

No. 19 of 1967.

AN ACT to approve an Agreement between the State of Western Australia and Hancock Prospecting Pty. Ltd. and Wright Prospecting Pty. Ltd. relating to iron ore and for incidental and other purposes.

[Assented to 23rd October, 1967.]

RE it enacted by the Queen's Most Excellent Majesty, by and with the advice and consent of the Legislative Council and the Legislative Assembly of Western Australia, in this present Parliament assembled, and by the authority of the same, as follows:—

1.   This Act may be cited as the Iron Ore Short Title

(Hanwright) Agreement Act, 1967.

2.    In this Act, unless the contrary intention atZPrein-

appears—

"Joint Venturers" has the same meaning as it has in the Agreement;

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

"the Agreement" means the agreement a copy of which is set out in the Schedule to this Act, and if the Agreement is varied from time to time, in accordance with its provisions, includes the Agreement as so varied.

Approval of

the	3. The Agreement is approved.
Agreement.
Entry of
Joint	4. Notwithstanding any other Act or law, the
Venturers on

certain	Joint Venturers may enter upon the Crown lands
Crown land
authorised.	referred to in paragraph (c) of clause 2 of the Agreement in accordance with and for the purposes
mentioned therein.
S. 96 of Act

No. 47 of 1902	5.	(1) Section ninety-six of the Public Works Act,
and s. 277 (5)

of Act No. 15	1902, does not apply to any railway that the Joint
of 1904 not to
apply.	Venturers have agreed to construct under the
Agreement.
(2) Subsection (5) of section two hundred and seventy-seven of the Mining Act, 1904, does not apply to any renewal of the rights of occupancy granted pursuant to paragraph (a) of clause 2 of the
Agreement.
By-laws.

The Governor may, on the recommendation of the Joint Venturers, make, alter and repeal by-laws in accordance with and for the purposes of, the Agreement and the by-laws

6.

(a)	shall be published in the Government Gazette;
(b)	shall take effect and have the force of law from the date they are so published, or from a later date fixed by the Order making the by-laws;
(c)	may prescribe penalties not exceeding one hundred dollars for a breach of any of the by-laws; and
(d)	are not subject to section thirty-six of the Interpretation Act, 1918, but shall be laid before each House of Parliament within the six sitting days of such House next following the publication of the by-laws in the Government Gazette.

1967. ] Iron Ore (Hanwright) [No. 19.

Agreement.

Section 2.

SCHEDULE

THIS AGREEMENT made the 11th day of August One thousand nine hundred and sixtyseven BETWEEN THE HONOURABLE DAVID BRAND M.L.A. Premier and Treasurer of the State of Western Australia, acting for and on behalf of the said State and Instrumentalities thereof from time to time (hereinafter called "the State") of the one part and HANCOCK PROSPECTING PTY. LTD. and WRIGHT PROSPECTING PTY. LTD. companies incorpor- ated in the State of Western Australia (hereinafter referred to as "the said State") under the provisions of the Companies Act 1943 and each having its registered office at 88 Thomas Street West Perth in the said State and carrying on business under the style or firm name of HANWRIGHT IRON MINES (hereinafter called "the Joint Venturers" in which term shall be included the Joint Venturers and each of them and their and each of their respective successors and assigns) of the other part.

WHEREAS:

(a)

The Joint Venturers having made investigations which prior to the date hereof cost over A$200,000 as to the iron ore reserves in the mining areas defined in clause 1 hereof and having already carried out certain investigations relating to the mining, transport by rail pelletisation and shipment of iron ore pellets from the mining areas desire firstly to complete such investigations secondly to enter into a contract or contracts for the export sale of iron ore pellets produced from iron ore from the mining areas.

(b)

The Joint Venturers agree to make investigations with a view to the establishment of a plant for the production of metallised agglomerates or a plant for the production of steel from iron ore from the mining areas with a view to their being in a position to submit to the State proposals for such establish- ment as are hereinafter provided.

NOW THIS AGREEMENT WITNESSETH:—

1. In this Agreement subject to the context—"approve" Ipotgrpreta-

"approval" "consent" or "direct" means approve, approval	'
consent or direct in writing as the case may be,

"associated company" means

(a) any company having a paid up capital of not less than two million dollars ($2,000,000) noti- fied in writing by the Joint Venturers or any of them to the Minister which is incorporated

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

in the United Kingdom the United States of America or the Commonwealth of Australia and which-

(i)    is promoted by the Joint Venturers or any of them for all or any of the pur- poses of this Agreement and in which the Joint Venturers or any of them hold not less than twenty per cent (20%) of the issued ordinary share capital; or

(ii) is related within the meaning of the term subsidiary in section 6 of the Companies Act 1961 to any company in which the Joint Venturers or any of them hold not less than twenty per cent (20%) of the issued ordinary share capital, and

(b) any company approved in writing by the Min- ister for the purposes of this Agreement which is associated directly or indirectly with the Joint Venturers or any of them in their business or operations hereunder;

"commencement date" means the date referred to as the commencement date in clause 7 (3) hereof;

"Commonwealth" means the Commonwealth of Austra- lia and includes the Government for the time being thereof;

"Joint Venturers' wharf" means the wharf to be con- structed by the Joint Venturers pursuant to this Agreement for the shipment of ore from the mineral lease or (except for the purposes of the definition of "port") the temporary wharf for the time being approved by the Minister as the Joint Venturers' wharf for the purposes hereof during the period to which such approval relates;

"deposits townsite" means the townsite to be established on or near the mining areas pursuant to this Agreement;

"direct shipping ore" means iron ore which has an average pure iron content of not less than sixty per cent (60%) which will not pass through a one half (1) inch mesh screen and which is sold without concentration or other beneficiation other than crushing and screening;

"export date" means the earlier of the following dates

namely

(a) the date or extended date if any referred to in clause 9 (1) of this Agreement;

1967. ] Iron Ore (Hanwright) [No. 19.

Agreement.

(b) the date when the Joint Venturers first export ore or pellets hereunder (other than ore or pellets shipped solely for testing purposes);

"financial year" means a year commencing on and including the 1st day of July;

"fine ore" means iron ore which has an average pure iron content of not less than sixty per cent (60%) which will pass through a one half (f) inch mesh screen and which is sold without concentration or other beneficiation other than crushing and screening;

"fines" means iron ore (not being direct shipping ore or fine ore) which will pass through a one half (1) inch mesh screen;

"f.o.b. revenue" means the price for iron ore from the mineral lease the subject of any shipment or sale and payable by the purchaser thereof to the Joint Venturers or an associated company less all export duties and export taxes payable to the Common- wealth on the export of the iron ore and all costs and charges properly incurred and payable by the Joint Venturers from the time the ore shall be placed on ship at the Joint Venturers' wharf to the time the same is delivered and accepted by the purchaser including

(1) ocean freight;

(2) marine insurance;

(3) port and handling charges at the port of

discharge;

(4) all costs properly incurred in delivering the ore from port of discharge to the smelter and evidenced by relevant invoices;

(5) all weighing sampling assaying inspection

and representation costs;

(6) all shipping agency charges after loading on and departure of ship from the Joint Venturers' wharf; and

(7) all import taxes by the country of the port

of discharge;

"iron ore pellet contracts" means the contract or

contracts referred to in clause 5 (2) (b) hereof;

"iron ore pellets" or "pellets" means iron ore in pellet or other form produced by the Joint Venturers from their pelletising plant on the mining areas or the port site by pelletisation or more advanced reduction or other more advanced treatment process from iron ore bearing material mined from the mineral lease;

"Land Act" means the Land Act, 1933;

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

"mineral lease" means the mineral lease or mineral leases referred to in clause 8 (1) (a) hereof and includes any renewal thereof;

"Mining Act" means the Mining Act, 1904;

"mining areas" means the areas delineated and

coloured red on the plan marked "A" initialled by or on behalf of the parties hereto for the purposes of identification;

"Minister" means the Minister in the Government of the said State for the time being responsible (under whatsoever title) for the administration of the Ratifying Act and pending the passing of that Act means the Minister for the time being designated in a notice from the State to the Joint Venturers and includes the successors in office of the Minister;

"metallised agglomerates" means either

(a)	products resulting from reduction of iron ore or iron ore concentrates by thermal or other means whereby the iron content is increased to not less than ninety per cent (90%) (or if the Joint Venturers elect pursuant to the proviso contained in Clause 11 (1) (a) (i) hereof then not less than eightyfive per cent (85%)) or
(b)	products resulting from some equivalent or more advanced form of metallising process approved by the Minister;

"month" means calendar month; "notice" means notice in writing; "ore" or "iron ore" means iron ore from the mineral

lease;

"person" or "persons" includes bodies corporate;

"plant site" means the site on which the pellet plant

is or is to be situated;

"port" means the port or harbour mutually agreed on and serving the Joint Venturers' wharf;

"port townsite" means the townsite to be established pursuant to this Agreement near the port;

"Ratifying Act" means the Act to ratify this Agreement and referred to in clause 3 hereof;

"said State" means the State of Western Australia;

"secondary processing" means concentation or other

beneficiation of ore other than by crushing or screening and includes thermal electrostatic mag- netic and gravity processing and agglomeration, pelletisation or comparable changes in the physical character of ore;

1967.] Iron Ore (Hanwright) [No. 19.

Agreement.

"special lease" means a special lease or license to be granted in terms of this Agreement under the Ratifying Act the Land Act or the Jetties Act, 1926 and includes any renewal thereof;

"this Agreement" "hereof" and "hereunder" includes this Agreement as from time to time added to varied or amended;

"steel" means steel in the form of steel billets or manufactured steel products;

"ton" means a ton of two thousand two hundred and forty (2,240) lbs., net dry weight;

"townsite" in relation to the townsite to be established near the port means a townsite (whether or not constituted and defined under section 10 of the Land Act) primarily to facilitate the Joint Venturers' operations in and near the port and for employees of the Joint Venturers and in rela- tion to the mining areas means such a townsite which is established by the Joint Venturers for the purpose of their operations and employees on or near mining areas in lieu of a townsite consti- tuted and defined under section 10 of the Land Act;

"wharf" includes any jetty structure;

"year 1" means the year next following the commence-

ment date and "year" followed immediately by

any other numeral has a corresponding meaning;

Reference in this Agreement to an Act shall include the amendments to such Act for the time being in force and also any Act passed in substitution therefor or in lieu thereof and the regulations for the time being in force thereunder;

power given under any clause of this Agreement other than clause 18 hereof to extend any period or date shall be without prejudice to the power of the Minister under the said clause 18;

marginal notes shall not affect the interpretation or construction hereof;

any covenant or agreement on the part of the Joint Venturers hereunder will be deemed to be a joint and several covenant or agreement as the case may be;

the phases in which it is contemplated that this Agree- ment will operate are as follows:

(a) Phase 1—the period from the execution hereof by the parties hereto until the commencement date;

(b) Phase 2—the period thereafter.

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

Obligations

of the State	2. The State shall
during

Phase 1. (a) upon application by the Joint Venturers at any time prior to the 31st day of December, 1967 (and surrender of the then existing rights of occupancy already granted in respect of any portions of the mining areas) cause to be granted to the Joint Venturers and to the Joint Venturers alone rights of occupancy for the purposes of this Agreement (including the sole right to search and prospect for iron ore) over the whole of mining areas under section 276 of the Mining Act at a rental at the rate of eight dollars ($8) per square mile per annum payable quarterly in advance for the period expir- ing on the 31st December, 1968 and shall then and thereafter subject to the continuance of this Agree- ment cause to be granted to the Joint Venturers as may be necessary successive renewals of such last mentioned rights of occupancy (each renewal for a period of twelve (12) months at the same rental and on the same terms) the last of which renewals notwithstanding its currency shall expire-

(i)    On the date of application for a mineral lease to the Joint Venturers under clause 8 (1) (a) hereof;

(ii)    at the expiration of one month from the commencement date;

(iii)    on the determination of this Agreement pursuant to its terms; or

(iv)    on the day of the receipt by the State of a notice from the Joint Venturers to the effect that the Joint Venturers abandon and cancel this Agreement.

whichever shall first happen;

(b)	introduce and sponsor a Bill in the Parliament of Western Australia to ratify this Agreement and endeavour to secure its passage prior to the 15th day of December, 1967;
(c)	of clauses 4 and 5 hereof allow the Joint Venturers to enter upon Crown lands (including land the subject of a pastoral lease) and survey possible sites for a port wharf railway pelletisation plant townsite (both in or near the port and on or near the mining areas) stockpiling processing and other areas required for the purposes of this Agreement; and
(d)	at the request and cost of the Joint Venturers co-operate with the Joint Venturers in the dis- charge of their obligations under clause 4 (1) (a) hereof.

to the extent reasonably necessary for the purposes

1967.] Iron Ore (Hanwright) [No. 19.

Agreement.

Ratification

3. (1) Clauses 8 and 9 and clause 10 (other than para-	and
graphs (d) and (1) thereof) clauses 11 to 16 both inclusive	operation
and clause 18 of this Agreement shall not operate unless and until the Bill to ratify this Agreement as referred to in clause 2 (b) hereof is passed as an Act before the 31st day of December, 1967 or such later date if any as the parties hereto may mutually agree upon. If the Bill is not so passed before that date or later date (as the case may be) this Agreement will then cease and determine and neither of the parties hereto will have any claim against the other of them with respect to any matter or thing arising out of done performed or omitted to be done or performed under this Agreement except as hereinafter provided in clause 10 (d) hereof.
(2) If the Bill to ratify this Agreement is passed as an Act before the date or later date if any referred to in sub- clause (1) of this clause the following provisions of this clause shall notwithstanding the provisions of any Act or law thereupon operate and take effect namely

(a)	the provisions of clause 8, the proviso to paragraph (a) of sub-clause (2) of clause 9, sub-paragraph (ix) of paragraph (j) of sub-clause (2) of clause 9, sub-clause (3) of clause 9, paragraphs (a) (f) (g) (h) (i) (k) and (m) of clause 10, and clauses 15, 17, 18, 19, 20 and 21 shall take effect as though the same had been brought into force and had been enacted by the Ratifying Act;
(b)	Subject to paragraph (a) of this sub-clause the State and the Minister respectively shall have all the powers discretions and authorities necessary or requisite to enable it to carry out and perform the powers discretions authorities and obligations conferred or imposed upon them respectively here- under;
(c)	no future Act of the said State will operate to increase the Joint Venturers liabilities or obliga- tions hereunder with respect to rents or royalties; and
(d)	the State may as for a public work under the Public Works Act, 1902, resume any land or any estate or interest in land required for the purposes of this Agreement and may lease or otherwise dispose of the same to the Joint Venturers.

Obligations

4. (1) The Joint Venturers having prior to the date hereof

of Joint

expended a sum in excess of two hundred thousand dollars

Venturer

during

($200,000) on investigations as mentioned in recital (a)

Phase 1.

hereof shall continuously engage and expend a further sum in the matters hereinafter in this sub-clause mentioned so that the total sum to be expended in such matters inclusive of the sum spent to the date hereof is not less than seven

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

hundred and fifty thousand dollars ($750,000) and shall prior to the 30th day of June, 1968 or if the Joint Venturers so request an extension to the 30th day of September, 1968 then prior to that date (or such further extended date if any the Minister may approve or as may be determined by arbitration in manner hereinafter provided) complete the matters hereinafter in this sub-clause mentioned and everything necessary to enable it to finalise and to submit to the Minister the detailed proposals and other matters referred to in clause 5 (2) (a) hereof. The matters first referred to in this sub-clause are-

(a)	a thorough geological and (as necessary) geo- physical investigation of the iron ore deposits in the mining areas and the testing and sampling of such deposits;
(b)	a general reconnaissance of the various sites of proposed operations pursuant to the Agreement;
(c)	an engineering investigation of the route for a railway from the mining areas to the port and wharf installation for the export of ore and pellets;
(d)	an engineering investigation of a port site at a location to be mutually agreed on and a wharf site therein for the purposes of the Joint Venturers but having regard to the proper development use and capacity of the port as a whole by persons and corporations other than the Joint Venturers;
(e)	an investigation of suitable water supplies for the townsites and port or port services;
(f)	the planning of suitable townsites in consultation with the State but having due regard to the general development of any port townsite and (if and to the extent applicable) the deposits townsite for use by others as well as the Joint Venturers;
(g)	metallurgical and market research; and
(h)

the planning of a pelletisation plant and facilities. (2) The Joint Venturers shall keep the State fully informed at least quarterly commencing within one (1) quarter after the execution hereof as to the progress and results of the Joint Venturers' operations under sub-clause (1) of this clause.

(3) If the State concurrently carries out its own investigations and reconnaissances in regard to all or any of the matters mentioned in sub-clause (1) of this clause or any alternative port site the Joint Venturers shall co-operate with the State therein and so far as reasonably practicable will consult with the representatives or officers of the State and make full disclosures and expressions of opinion regarding matters referred to in this sub-clause.

1967.] Iron Ore (Hanwright) [No. 19.

Agreement.

(4) The Joint Venturers will employ and retain expert consultant engineers to investigate report upon and make recommendations in regard to the sites for and design of the Joint Venturers' wharf (including areas for installa- tions stockpiling and other purposes in the port area) reasonably required by the Joint Venturers under this Agreement but in such regard the Joint Venturers will require the consultant engineers to have full regard for the general development of the port area and the dredging thereof and of approaches thereto with a view to the reasonable use by others of the port area and approaches and the Joint Venturers will furnish to the State copies of such report and recommendations. When submitting to the Minister detailed proposals as referred to in clause 5 (2) (a) hereof in regard to the matters mentioned in this sub-clause the Joint Venturers will so far as reasonably practicable ensure that the detailed proposals

(a)	do not materially depart from the report and recommendation of the consultant engineers;
(b)	provide for the best overall development of the port area so far as the same relates to the Joint Venturers' activities; and

(c)

Agreement the Joint Venturers will submit to the Minister to submit

their proposals for the location of a site for the port and Pnwasa

the Minister will within one month after such submission

notify the Joint Venturers of his approval or otherwise or

may submit an alternative proposal PROVIDED THAT if the

location submitted by the Joint Venturers is for a port site

at or near Cape Preston or at or near Cape Lambert and

the submission is made before 30th June, 1968, the Minister

will within six months after such submission notify the Joint

disclose any conditions of user and where alternative proposals are submitted the Joint Venturers' prefer- ences in regard thereto.

5. (1) As soon as possible after the execution of this Joie alternative proposal PROVIDED THAT in dealing with the Joint Venturers' proposals for the location of a port site the Minister shall take into consideration the possible future requirements of others who may or could be concerned in the area and no priority shall be given to the Joint Venturers for the reason that their proposals were first in time.

(2) Subject to agreement (as to which the provisions of clause 19 hereof do not apply) being reached as to the site for the port then by the 30th day of June, 1968, or if the Joint Venturers under clause 4 (1) hereof have requested an extension to the 30th day of September, 1968, then by that date or such further extended date if any as the Minister may approve or as may be determined

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

by arbitration as hereinafter mentioned the Joint Venturers

will where not already done submit to the Minister

(a) to the fullest extent reasonably practicable their detailed proposals (including plans where practic- able and specifications where reasonably required by the Minister) with respect so far as relevant

(A)	to the mining areas (or so much thereof as shall be comprised within the mineral lease) by the Joint Venturers during the three (3) years next following the com- mencement of such mining with a view to the transport and shipment of the iron ore mined and iron ore pellets produced and their outline proposals with respect to such mining and production during the next following seven (7) years; and
(B)	to the transport and shipment of iron ore to be mined and pellets to be produced by the Joint Venturers hereunder during the operation of Phase 2 of this Agreement—

and including the location area lay-out design number materials and time programme for the commencement and completion of construction or the provision (as the case may be) of each of the following matters namely-

(i)    the port and port development including dredging and depositing of spoil the provision of navigational aids the Joint Venturers' wharf (the plans and specifica- tions for which wharf shall be submitted to and be subject to the approval of the State) the berth and swinging basin for the Joint Venturers' use and port installations facilities and services all of which shall permit of adaptation so as to enable the use of the wharf by vessels having an ore carrying capacity of not less than sixty thousand (60,000) tons;

(ii)    the railway between the mining areas and the Joint Venturers' wharf and works ancillary to or connected with the railway and its proposed operation including fencing (if any) and crossing places;

(iii)    townsites on the mining areas and near the port and development services and facilities in relation thereto;

(iv) housing;

(v) water supply;

(vi)    roads (including details of roads in respect of which it is not intended that the provisions of clause 9 (2) (b) shall operate); and

1967.] Iron Ore (Hanwright) [No. 19.

Agreement.

(vii)    the plant for the production of pellets either on the mining areas or at the port site;

(viii)    any other works services or facilities proposed or desired by the Joint Venturers; and

(b) (subject to the provisions of sub-clause (4) of this clause) satisfactory evidence firstly of the making or likelihood of making a suitable contract or suitable contracts for the sale by the Joint Venturers hereunder and shipment from the Joint Venturers' wharf of not less than ten million

(10,000,000) tons of pellets produced from iron

ore from the mineral lease and processed by the Joint Venturers in their pelletisation plant including not less than two million (2,000,000) tons in the aggregate in the first two (2) years next

following the export date and not less than one

million (1,000,000) tons per year in each and every

year of each succeeding year thereafter secondly of the availability of finance necessary for the ful- filment of the Joint Venturers' proposals under this clause and thirdly of any necessary license to the

Joint Venturers from the Commonwealth to export

hereunder iron ore pellets the subject of the iron ore pellet contracts in the quantities at the rate or

rates and in the years stated in the contracts.

The Joint Venturers shall have the right to submit to the Minister their detailed proposals aforesaid in regard to a matter or matters the subject of any of the sub- paragraphs numbered (i) to (viii) inclusive of paragraph (a) of sub-clause (2) of this clause as and when the detailed proposals become finalised by the Joint Venturers PRO- VIDED THAT where any such matter is the subject of a sub-paragraph which refers to more than one subject matter the detailed proposals will relate to and cover each of the matters mentioned in the sub-paragraph PROVIDED FURTHER that the first detailed proposals submitted to the Minister relate to and cover the matters mentioned in sub- paragraph (i) of the said paragraph (a) of the said sub- clause (2) and that the last two detailed proposals submitted to the Minister relate to and cover the iron ore pellet con- tracts and the finance necessary for the iron ore pellet export project.

(3)

(4) If the Joint Venturers should in writing and within the time later in this sub-clause mentioned request the Minister to grant an extension or any further extension of time beyond the 30th day of June, 1968 or 30th day of September, 1968 as the case may be (or such later date if any previously granted or approved by the Minister) within which to make the iron ore pellet contracts and then

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

demonstrate to the satisfaction of the Minister that the Joint Venturers have duly complied with their other obliga- tions hereunder have genuinely and actively but unsuccess- fully endeavoured to make the iron ore pellet contracts on a competitive basis and reasonably require an additional period for the purpose of making iron ore pellet contracts the Minister will grant such extension as is warranted in the circumstances as follows

(a)	for up to six (6) months on request made within one month of the 30th day of June, 1968 or 30th day of September, 1968 as the case may be;
(b)	if an extension is granted under paragraph (a) of this sub-clause then further for up to three (3) years on request made within one month of the expiration of the period of extension granted under the said paragraph (a);
(c)	if an extension is granted under paragraph (b) of this sub-clause then further for up to two (2) years on request made within one month of the expiration of the period of extension granted under the said paragraph (b) unless the Minister shows to the Joint Venturers satisfactory evidence that some third party is able and willing if made the lessee of the mineral lease to obtain and duly fulfil that party's obligations under contracts for the sale of iron ore pellets form the leased land which con- tracts are comparable with iron ore pellet contracts under this Agreement on terms from the State not more favourable on the whole (having regard inter alia to initial expenditure) to that party than those applicable to the Joint Venturers hereunder;

subject always and in every case to the condition that the Joint Venturers duly comply (or comply to the satisfaction of the Minister) with their other obligations hereunder.

Considera-	6. (1) Within two (2) months after receipt of the detailed
tion of other
proposals	proposals of the Joint Venturers in regard to any of the
under
Clause 5 (2).	matters mentioned in clause 5 (2) (a) hereof the Minister shall give to the Joint Venturers notice either of his approval of the proposals or of alterations desired thereto and in the latter case shall afford to the Joint Venturers opportunity to consult with and to submit new proposals to the Minister. The Minister may make such reasonable alterations to or impose such reasonable conditions on the proposals or new proposals (as the case may be) as he shall think fit having regard to the circumstances including the overall develop- ment and use (subject to the provisions of clause 8 (4) (a) and (b) hereof) by others as well as the Joint Venturers but the Minister shall in any notice to the Joint Venturers disclose his reasons for any such alterations or conditions. Within two (2) months of the receipt of the notice the Joint

1967.] Iron Ore (Hanwright) [No. 19.

Agreement.

Venturers may elect by notice to the State to refer to arbitration and within two (2) months thereafter shall refer to arbitration as hereinafter provided any dispute as to the reasonableness of any such alteration or condition. If by the award on arbitration the dispute is decided against the Joint Venturers then unless the Joint Venturers within three (3) months after delivery of the award satisfy and obtain the approval of the Minister as to the matter or matters the subject of the arbitration this Agreement shall on the expiration of that period of three (3) months cease and determine (save as provided in clause 10 (d) hereof) but if the question is decided in favour of the Joint Venturers the decision will take effect as a notice by the Minister that he is so satisfied with and approves the matter or matters the subject of the arbitration.

(2) Within two (2) months after receipt of evidence from the Joint Venturers with regard to the matters mentioned in clause 5 (2) (b) hereof to the reasonable satisfaction of the Minister the State will give to the Joint Venturers notice either that it is satisfied with such evidence (in which case the proposals in relation to those matters will be deemed approved) or not in which case the State shall afford the Joint Venturers an opportunity to consult with and to submit further evidence to the Minister. If within thirty (30) days of receipt of such notice further evidence has not been submitted to the Minister's reasonable satisfaction and his approval obtained thereto the Joint Venturers may within a further period of thirty (30) days elect by notice to the State to refer to arbitration as here- inafter provided and will within two (2) months thereafter refer to arbitration any dispute as to the reasonableness of the Minister's decision. If by the Award on arbitration the dispute is decided against the Joint Venturers then unless the Joint Venturers within three (3) months after delivery of the award satisfy and obtain the approval of the Minister as to the matter or matters the subject of the arbitration this Agreement shall on the expiration of that period cease and determine (save as provided in clause 10 (d) hereof) but if the question is decided in favour of the Joint Venturers the decision will take effect as a notice by the Minister that he is so satisfied with and has approved the matter or matters the subject of the arbitration.

7. (1) The arbitrator, arbitrators or umpire (as the case Extension

may be) of any submission to arbitration hereunder is hereby of	time.
empowered upon application by either party hereto to grant any interim extension of time or date referred to herein which having regard to the circumstances may reasonably be required in order to preserve the rights of either or both parties hereunder and an award in favour of the Joint Venturers may in the name of the Minister grant any further extension of time for that purpose.

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Agreement.

(2) Notwithstanding that under clause 6 hereof any detailed proposals of the Joint Venturers are approved by the State or the Minister or determined by arbitration award unless each and every such proposal and matter is so approved or determined by the 30th day of November, 1968 or by such extended date if any as the Joint Venturers shall be entitled to or shall be granted pursuant to the provisions hereof then at any time after the said 30th day of November, 1968, or if any extension or extensions should be granted under clause 5 (4) hereof or any other provision of this Agreement then on or after the expiration of the last of such extensions the Minister may give to the Joint Venturers twelve (12) months notice of intention to determine this Agreement and unless before the expiration of the said twelve (12) months period all the detailed proposals and matters are so approved or determined this Agreement shall cease and determine subject however to the provisions of clause 10 (d) hereof.

Commence-

Subject to the approval by the Minister or determina- tion by arbitration as herein provided of each and every of the detailed proposals and matters referred to in clause 5 (2) hereof the date upon which the last of those proposals of the Joint Venturers shall have been so approved or determined shall be the commencement date for the purposes of this Agreement.

ment date. (3)

(4) If under any arbitration under clause 6 hereof the dispute is decided against the Joint Venturers and subse- quently but before the commencement date this Agreement ceases and determines the State will not for a period of three (3) years after such determination enter into a contract with any other party for the mining transport and shipment of iron ore pellets from the mining areas on terms more favourable on the whole to the other party than those which would have applied to the Joint Venturers hereunder if the question had been determined in favour of the Joint Venturers.

Phase 2	8. (1) As soon as conveniently may be after the com-
of State.	mencement date the State shall
Mineral

Obligations

lease after (a) after application is made by the Joint Venturers exceeding in total area three hundred (300) square miles and in the shape of a rectangular parallelo- gram or rectangular parallelograms) of the mining areas in conformity with the Joint Venturers' detailed proposals under clause 5 (2) (a) (A) hereof as finally approved or determined cause any necessary survey to be made of the land so applied for (the cost of which survey to the State will be recouped or repaid to the State by the Joint Venturers on demand after completion of the survey) and shall cause to be granted to the Joint

commence-	for a mineral lease of any part or parts (not
ment date.

1967.] Iron Ore (Hanwright) [No. 19.

Agreement.

Venturers a mineral lease or mineral leases of the land so applied for (notwithstanding the survey in respect thereof has not been completed but subject to such corrections to accord with the survey when completed) for iron ore in the form of the Schedule hereto for a term which subject to the payment of rents and royalties hereinafter mentioned and to the performance and observance by the Joint Venturers of their obligations under the mineral lease or mineral leases and otherwise under this Agreement shall be for a period of twenty-one (21) years commencing from the commencement date with rights to successive renewals of twenty-one (21) years upon the same terms and conditions but subject to earlier determination upon the cessation or determination of this Agreement PROVIDED HOWEVER that the Joint Venturers may from time to time (without abatement of any rent then paid or payable in advance) surrender to the State all or any portion or portions (of reasonable size and shape) of the mineral lease or mineral leases;

(b)

in accordance with the Joint Venturers' proposals as finally approved or determined under clause 6 hereof and as require the State to accept obligations and on written application by the Joint Venturers grant to the Joint Venturers a lease or leases under the Mining Act or if mutually agreed a lease or leases under the Land Act (notwith- standing any of the provisions of those Acts) of such area of land for the Joint Venturers' railway as the Joint Venturers shall require and the Minister may approve at a peppercorn rental and for such term or period and on such terms and conditions (including renewal rights) as shall be reasonable having regard to the requirements of the Joint Venturers hereunder and to the provi- sions of this Agreement. The Mining Act shall be deemed to be so amended varied and modified as to enable such lease or leases to be granted.

(c)

in accordance with the Joint Venturers' proposals

Under Joint

Venturers'

as finally approved or determined under clause 6

Proposals.

hereof and as require the State to accept

obligations-

(i) grant to the Joint Venturers for such terms Lands.

or periods and on such terms and condi-

tions (including renewal rights) as subject

to the proposals (as finally approved or

determined as aforesaid) shall be reason-

able having regard to the requirements of

the Joint Venturers hereunder and to the

overall development of the port and access

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

to and use by others of lands the subject of any grant to the Joint Venturers and of services and facilities provided by the Joint Venturers at peppercorn rental—special leases of Crown lands within the port area the townsites and the railway; and

at rentals as prescribed by law or are otherwise reasonable—leases rights mining tenements easements reserves and licenses in on or under Crown lands

under the Mining Act the Jetties Act, 1926 or under the provisions of the Land Act modified as in sub- clause (2) of this clause provided (as the case may require) as the Joint Venturers reasonably require for their works and operations hereunder including the construction or provision of the railway wharf roads airstrip water supplies and stone and soil for construction purposes; and

Services and

facilities. (ii) provide any services or facilities (including any expanded services or facilities which from time to time are considered necessary by the Minister) subject to the Joint Venturers bearing and paying the capital cost involved if reasonably attributable to or resulting from the Joint Venturers' pro- ject and operations hereunder and reason- able charges for maintenance and operation except operation charges in respect of education hospital and police services and except where and to the extent that the State otherwise agrees

subject to such terms and conditions as may be finally approved or determined as aforesaid PROVIDED THAT from and after the fifteenth anniversary of the export date or the twentieth anniversary of the date hereof whichever shall first occur (provided that the said twentieth anniversary shall be extended one (1) year for each year this Agreement has been continued in force and effect under clause 5 (4) hereof) the Joint Venturers will in addition to the rentals already referred to in this paragraph pay to the State during the currency of this Agreement after such anniversary as afore- said a rental (which if the Joint Venturers so request shall be allocated in respect of such one or more of the special leases or other leases granted to the Joint Venturers hereunder and remaining current) equal to twentyfive (25) cents per ton on all ore in respect of which royalty is payable under clause 9 (2) (j) hereof in any financial year such additional rental to be paid within three (3) months

1967.] Iron Ore (Hanwright) [No. 19.

Agreement.

after shipment sale or use as the case may be of the ore SO NEVERTHELESS that the additional rental to be paid under this proviso shall be not less than three hundred thousand dollars ($300,000) in respect of any such year and the Joint Venturers will within three (3) months after expiration of that year pay to the State as further rental the difference between three hundred thousand dollars ($300,000) and the additional rental actually paid in respect of that year but any amount so paid in respect of any financial year in excess of the rental payable for that year at the rate of twentyfive (25) cents per ton as aforesaid shall be offset by the Joint Venturers against any amount payable by them to the State above the minimum amounts payable to the State under this paragraph in respect of the two (2) financial years immediately follow- ing the financial year in respect of which the said minimum sum was paid; and

(d) on application by the Joint Venturers cause to be Othereghta.

granted to them such machinery and tailings leases (including leases for the dumping of overburden) and such other leases licences reserves and tene- ments under the Mining Act or under the provisions of the Land Act modified as in subclause (2) of this clause provided as the Joint Venturers may reason- ably require and request for their purposes under this Agreement on or near the mineral lease;

(2) For the purposes of subparagraph (i) of paragraph (c) and paragraph (d) of subclause (1) of this clause section 81D of the Transfer of Land Act 1893 shall not apply and the Land Act shall be deemed to be modified by

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

(2) Upon the Governor signifying approval pursuant to subsection (1) of this section in respect of any such land the same may subject to this section be 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 leasing land within or in the vicinity of any townsite notwith- standing that the townsite has not been constituted a townsite under section 10; and
(f)	the inclusion of a power to grant leases or licenses for terms or periods and on such terms and condi- tions (including renewal rights) and in forms con- sistent with the provisions of this Agreement in lieu of for the terms or periods and upon the terms

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

and conditions and in the forms referred to in the Act and upon application by the Joint Venturers in forms consistent as aforesaid in lieu of or in the forms referred to in the Act.

(3) The provisions of sub-clause (2) of this clause shall not operate so as to prejudice the rights of the State to determine any lease license or other right or title in accord- ance with the other provisions of this Agreement.

(4) The State further covenants with the Joint Venturers that the State

Non-	(a)	shall not during the currency of this Agreement
interference
with Joint	register any claim or grant any lease or other mining
Venturers'
rights.	tenement under the Mining Act or otherwise by which any person other than the Joint Venturers or an associated company will obtain under the laws relating to mining or otherwise any rights to mine or take the natural substances (other than petroleum as defined in the Petroleum Act, 1936) within the mineral lease unless the Minister reason- ably determines that it is not likely to unduly pre- judice or to interfere with the operations of the Joint Venturers hereunder assuming the taking by the Joint Venturers of all reasonable steps to avoid the interference;
No	(b)	subject to the performance by the Joint Venturers
resumption.
of their obligations under this Agreement shall not during the currency hereof without the consent of the Joint Venturers resume nor suffer nor permit to be resumed by any State instrumentality or by any local or other authority of the said State any of the works installations plant equipment or other property for the time being belonging to the Joint Venturers and the subject of or used for the purposes of this Agreement nor any of the lands the subject of any lease or license granted to the Joint Venturers in terms of this Agreement AND without such consent (which shall not be unreason- ably withheld) the State will not create or grant or permit or suffer to be created or granted by any instrumentality or authority of the State as afore- said any road right-of-way or easement of any nature or kind whatsoever over or in respect of any such lands, which may unduly prejudice or interfere with the Joint Venturers' operations hereunder.
Labour re-	(c)	shall if so requested by the Joint Venturers and
quirements.	so far as its powers and administrative arrange- ments permit use reasonable endeavours to assist the Joint Venturers to obtain adequate and suit- able labour for the construction and the carrying

1967.] Iron Ore (Hanwright) [No. 19.

Agreement.

out of the works and operations referred to in this Agreement including suitable immigrants for that purpose;

except as provided in this Agreement shall not tnatoisrVares.

(d) impose nor permit nor authorise any of its

agencies or instrumentalities or any local or other authority of the State to impose discriminatory taxes rates or charges of any nature whatsoever on or in respect of the titles property or other assets products materials or services used or produced by or through the operations of the Joint Venturers in the conduct of the Joint Venturers' business hereunder nor will the State take or permit to be taken by any such State authority any other discriminatory action which would deprive the Joint Venturers of full enjoyment of the rights grantedand intended to be granted under this Agreement;

(e) shall where and to the extent reasonably practic- Rights to

able on application by the Joint Venturers from

time to time grant or assist in obtaining the grant to the Joint Venturers of prospecting rights and mining leases with respect to limestone dolomite and other minerals reasonably required by the Joint Venturers for their purposes under this Agreement; and

(f) shall as and when required by the Joint Venturers consents to

(but without prejudice to the foregoing provisions iinArtevgn

of this Agreement relating to the detailed proposals leases.

and matters referred to in clause 5 (2) hereof) consent in writing where and to the extent that the Minister considers to be reasonably justified tothe Joint Venturers making improvements for the

purposes of this Agreement on the land comprised in any lease granted by the State to the Joint Venturers pursuant to this Agreement PROVIDED THAT the Joint Venturers shall also obtain any other consents legally required in relation to such improvements.

(5) The Joint Venturers shall not have any tenant rights in improvements made by the Joint Venturers on the land comprised in any lease granted by the State to the Joint Venturers pursuant to this Agreement in any case where remain or become the absolute property of the State.pursuant to clause 10 (e) hereof such improvements will

years next following the commencement date (or within of tirginst

such extended period not exceeding a further two years =turruett°

as the Joint Venturers satisfy the Minister that the Joint

9. (1) The Joint Venturers shall within a period of five Phase 2 at a total cost of not less than seventy million dollars

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

($70,000,000) construct (and shall actually commence con- struction within the first two years next following the commencement date and shall progressively continue the construction in accordance with the reasonable require- ments of the Minister having regard to the obligation of the Joint Venturers to complete the construction within the period specified in this sub-clause) instal provide and do all things necessary to enable them to carry out their proposals under clause 5 (2) hereof as approved by the Minister and to enable them to mine ore from the mineral lease to transport the same by rail to the plant site to process the ore into pellets and transport the pellets to the Joint Venturers' wharf and to commence shipment therefrom in commercial quantities at an annual rate of not less than one million (1,000,000) tons of iron ore pellets and will within a period of ten years from the commence- ment date increase the capacity of such plant to a minimum of three million (3,000,000) tons of pellets per annum and without lessening the generality of this provision the Joint Venturers shall within the aforesaid period or extended period as the case may be

(a) construct instal and provide upon the mineral lease or plant site or in the vicinity thereof mining plant and equipment pelletising plant and equipment crushing screening stockpiling and car loading plant and facilities power house workshop and other things of a design and capacity adequate to enable the Joint Venturers to meet and discharge their obligations hereunder and under the iron ore pellet contracts and to mine handle load and deal with not less than three thousand (3,000) tons of iron ore per diem such capacity to be built up progres- sively to not less than ten thousand (10,000) tons of iron ore per diem within five years next following the date on which the Joint Venturers first export iron ore pellets in commercial quantity;

To com-	(b)	actually commence to mine transport by rail pel-
mence
exports.	letise and ship from the Joint Venturers' wharf iron ore pellets produced from ore from the mineral lease so that the average annual rate during the first two years next following the date the Joint Venturers first export pellets in commercial quantity shall not be less than one million (1,000,000) tons;
To construct	(c)	subject to the State having assured to the Joint
railway.
Venturers all necessary rights in or over Crown lands available for the purpose construct in a proper and workmanlike manner and in accordance with recognised standards of railways of a similar nature operating under similar conditions and along a route approved or determined under clause 6 hereof (but subject to the provisions of the Public Works Act, 1902 to the extent that they are applicable)

1967.] Iron Ore (Hanwright) [No. 19.

Agreement.

a four feet eight and one half inches (4 ft. 8,1 in.) gauge railway (with all necessary signalling switch and other gear and all proper or usual works) from the mineral lease to the Joint Venturers' wharf and will provide for crossing places and the running of such railway with sufficient and adequate loco- motives freight cars and other railway stock and equipment to haul at least one million (1,000,000) tons of iron ore or pellets per annum to the Joint Venturers' wharf or as required for the purposes of this Agreement;

(d)

subject to the State having assured to the Joint To Lake lands or reserves available for the purpose construct by the said date such new roads as the Joint Venturers reasonably require for their purposes hereunder of such widths with such materials gates crossings and passovers for cattle and for sheep along such routes as the parties hereto shall mutu- ally agree after discussion with the respective shire councils through whose districts any such roads may pass and subject to prior agreement with the appropriate controlling authority (being a shire council or the Commissioner of Main Roads) as to terms and conditions the Joint Venturers may at their own expense and risk except as otherwise so agreed upgrade or realign any existing road;

(e) construct the Joint Venturers' wharf in accordance with plans and specifications for the construction	To construct
wharf.

thereof previously approved or determined under clause 6 hereof on the site previously approved for the purpose; and

(f) in accordance with the Joint Venturers' proposals as finally approved or determined under clause 6	To carry out
proposals.

hereof and as require the Joint Venturers to accept

obligations-

(i)    dredge the berth at the Joint Venturers' wharf and the channel and approaches thereto and any necessary swinging basin;

(ii)    lay out and develop the townsites and pro- vide adequate and suitable housing recrea- tional and other facilities and services;

(iii)    construct and provide roads housing school water and power supplies and other ameni- ties and services; and

(iv)    construct and provide other works (if any) including an airstrip.

(g) subject as hereinafter provided the Joint Venturers may at any time after having constructed the works and facilities (other than the plant for production

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

of pellets) mentioned in clause 5 (2) hereof in accordance with the Joint Venturers' proposals as approved by the Minister ship or sell unprocessed ore won from the mineral lease provided that if by the end of the first two years next following the commencement date the Joint Venturers have not commenced construction in accordance with subclause (1) of this clause of a plant to process ore into pellets then the Joint Venturers shall not thereafter ship or sell any unprocessed ore won from the mineral lease unless in fufilment of a contract or contracts entered into with the prior

Shipment of

ore during	approval of the Minister provided further that if
and after	the Joint Venturers within the time aforesaid shall
construc-
tion period	have commenced to construct such plant but shall
of pellet	not have completed the same within five years next
plant.	following the commencement date then the Joint Venturers shall not thereafter ship or sell any un- processed ore won from the mineral lease unless in fulfilment of a contract or contracts entered into with the prior approval of the Minister PROVIDED further that without prejudice to the rights of the State in the event of default by the Joint Venturers under this Agreement the Joint Venturers will not without the consent of the Minister in any three year period after completion of such plant export from the Commonwealth a quantity of unprocessed ore won from the mineral lease which is more than two and one half times or from the date the Joint Venturers have in pro- duction a plant for the production of metallised agglomerates or steel in accordance with their obligations under clause 11 hereof then four times the quantity of ore won from the mineral lease and used in the Joint Venturers' plant or plants on the mining areas or the port site during that period in the production of pellets metallised agglomerates or steel. For the purposes of this paragraph "unprocessed ore" means iron ore which is produced without concentration or other bene- ficiation other than crushing or screening.

(h) Notwithstanding anything hereinbefore contained if the Joint Venturers can demonstrate to the satisfaction of the Minister that they are able to construct the works and facilities (including the plant for the production of pellets) mentioned in clause 5 (2) hereof in accordance with the Joint Venturers' proposals as approved by the Minister for a sum less than seventy million dollars ($70,000,000) the Minister may in his discretion approve a lesser sum which shall then be substituted for the sum of seventy million dollars ($70,000,000) first mentioned in this subclause.

1967. ] Iron Ore (Hanwright) [No. 19.

Agreement.

(2) Throughout the continuance of this Agreement the

Joint Venturers shall

(a) operate their railway in a safe and proper manner operation of and where and to the extent that they can do so railway.

without unduly prejudicing or interfering with their operations hereunder allow crossing places for roads stock and other railways and also transport the passengers and carry the freight of the State and of third parties on the railway subject to and in accordance with by-laws (which shall include provision for reasonable charges) from time to time to be made altered and repealed as provided in sub- clause (3) of this clause and subject thereto or if no such by-laws are made or in force then upon reasonable terms and at reasonable charges (having regard to the cost of the railway to the Joint Venturers) PROVIDED THAT in relation to their use of the said railway the Joint Venturers shall not be deemed to be a common carrier at common law or otherwise;

(b)

except to the extent that the Joint Venturers' pro-	Use of roads
posals as finally approved or determined under	by others.

clause 6 hereof otherwise provide allow the public to use free of charge any roads (to the extent that it is reasonable and practicable so to do) con- structed or upgraded under this clause PROVIDED THAT such use shall not unduly prejudice or inter- fere with the Joint Venturers' operations hereunder;

(c) in the construction operation maintenance and use of any work installation plant machinery equip- ment service or facility provided or controlled by the Joint Venturers comply with and observe the provisions hereof and subject thereto the laws for the time being in force in the said State;	with laws.
Compliance

(d)

at all times keep and maintain in good repair and Maintenance. replace all such works installations plant machinery and equipment and the railway wharf roads (other than the public roads referred to in clause 10 (b) hereof) dredging and water and power supplies for the time being the subject of this Agreement;

(e)

subject to the provisions of this Agreement ship gp mr enet 0 f

from the Joint Venturers' wharf all ore mined from for ore.

the mineral lease and sold and use their best

endeavours to obtain therefor the best price possible

having regard to market conditions from time to

time prevailing and will not sell any direct shipping

ore as fine ore or fines PROVIDED THAT this para-

graph shall not apply to ore used for the production

of pellets or in a plant for the production of metal-

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

lised agglomerates or steel in any part of the said State lying north of the twenty-sixth parallel of latitude;

Use of

wharf and	(1) subject to and in accordance with by-laws (which shall include provision for reasonable charges) from time to time to be made and altered as provided in sub-clause (3) of this clause and subject thereto or if no such by-laws are made or in force then upon reasonable terms and at reasonable charges (having regard to the cost thereof to the Joint Venturers) allow the State and third parties to use the Joint Venturers' wharf and port installations wharf machinery and equipment and wharf and port services and (subject to sub-clause (4) of this clause) port facilities PROVIDED THAT such use shall not unduly prejudice or interfere with the Joint Venturers' operations hereunder and that the entire control and all personnel for or in respect of such use shall be provided by or with the approval of the Joint Venturers;
facilities.
Access	(g) allow the State and third parties to have access
through
mining

areas.	(with or without stock vehicles and rolling stock) over the mineral lease (by separate route road or railway) PROVIDED THAT such access over shall not unduly prejudice or interfere with the Joint Venturers' operations hereunder;
Protection

for	(h)	subject to and in accordance with by-laws (which
inhabitants.	shall include provision for reasonable charges) from time to time to be made and altered as provided in sub-clause (3) of this clause and subject thereto or if no such by-laws are made or in force then upon reasonable terms and at reasonable charges (having regard to the cost thereof to the Joint Venturers) allow the inhabitants for the time being of the port townsite being employees licensees or agents of the Joint Venturers or persons engaged in providing a legitimate and normal service to or for the Joint Venturers or their employees licensees or agents to make use of the water power recrea- tional health and other services or facilities pro- vided or controlled by the Joint Venturers;
Use of local

labour and (I) so far as reasonably and economically practicable preference to bona fide Western Australian manu-

materials.	use labour available within the said State and give
facturers and contractors in the placement of orders for works materials plant equipment and supplies where price quality delivery and service are equal to or better than that obtainable elsewhere. In calling tenders and or letting contracts for works materials plant equipment and supplies required by the Joint Venturers the Joint Venturers will so call

1967. ] Iron Ore (Hanwright) [No. 19.

Agreement.

tenders quotations or by other methods of procure- ment make provision that bona fide Western Aus- tralian manufacturers and contractors are given reasonable opportunity to tender quote or otherwise be properly considered for such works materials plant equipment and supplies;

(j) pay to the State royalty on all ore from the mineral Royalties.

lease shipped sold or used (other than ore shipped

solely for testing purposes) as follows-

(i)    subject to subparagraph (ix) of this para- graph on direct shipping ore and on fine ore and fines where such fine ore or fines are not sold and shipped separately as such (not being locally used direct shipping ore fine ore or fines) at the rate of seven and one half per centum (71%) of the f.o.b. revenue (computed at the rate of exchange prevailing on date of receipt by the Joint Venturers of the purchase price in respect of iron ore shipped or sold hereunder)

PROVIDED NEVERTHELESS that such

royalty shall not be less than sixty (60) cents per ton (subject to subparagraph (vi) of this paragraph) in respect of iron ore the subject of any shipment or sale;

(ii)    subject to subparagraph (ix) of this para- graph on fine ore sold and shipped separately as such (not being locally used fine ore) at the rate of three and three quarters per centum (34%) of the f.o.b. revenue (computed as aforesaid) PRO-

VIDED NEVERTHELESS that such royalty

shall not be less than thirty (30) cents per ton (subject to subparagraph (vii) of this paragraph) in respect of iron ore the subject of any shipment or sale;

(iii)    on fines sold and shipped separately as such (not being locally used fines) at the rate of fifteen (15) cents per ton;

(iv)    subject to subparagraph (ix) of this para- graph on all other iron ore (not being locally used iron ore) at the rate of seven and one half per centum (If %) of the f.o.b. revenue (computed as aforesaid) without any minimum royalty;

(v)   on all locally used iron ore at the rate of fifteen (15) cents per ton;

(vi)    (for averaging purposes) if the amount ascertained by multiplying the total ton- nage of ore shipped or sold and which is liable to royalty under subparagraph (i) of

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

this paragraph in any financial year by sixty (60) cents (or if subparagraph (ix) of this paragraph comes into operation by one hundred and twenty (120) cents) is less than the total royalty which would be payable in respect of that ore but for the operation of the proviso to that sub- paragraph then that proviso shall not apply in respect of that ore shipped or sold in that year and at the expiration of that year any necessary adjustments shall be made accordingly;

(vii)    (for averaging purposes) if the amount ascertained by multiplying the total ton- nage of fine ore sold and shipped separately as such and which is liable to royalty under subparagraph (ii) of this paragraph in any financial year by thirty (30) cents (or if subparagraph (ix) of this para- graph comes into operation by sixty (60) cents) is less than the total royalty which would be payable in respect of that ore but for the operation of the proviso to that subparagraph then that proviso shall not apply in respect of fine ore sold and shipped separately as such in that year and at the expiration of that year any necessary adjustments shall be made accordingly;

(viii)   the royalty at the rate of fifteen (15) cents per ton referred to in subparagraph (iii) of this paragraph and the royalty on locally used iron ore shall be adjusted up or down (as the case may be) as at the first day of January, 1969, and as at the beginning of every fifth year thereafter proportionately to the variation of the average of the prices payable for foundry pig iron f.o.b. Adelaide during the last full calendar year preceding the date at which the adjustment is to be made as compared with the average of those prices during the calendar year 1963; and

(ix)    without prejudice to the rights of the State under clause 10 (1) of this Agree- ment if at the end of the fifth year from the commencement date or the end of such extended date as approved by the Minister under clause 9 (1) hereof as the case may be and in accordance with detailed pro- posals approved by the Minister pursuant to clause 5 hereof the Joint Venturers have not in production in accordance with

1967.] Iron Ore (Hanwright) [No. 19.

Agreement.

clause 9 (1) hereof a plant for the produc- tion of iron ore pellets from ore from the mineral lease then in respect of all iron ore (not being locally used iron ore) shipped or sold thereafter the royalty payable under subparagraphs (i) and (iv) of this paragraph shall be increased to fifteen per centum (15%) with a minimum royalty of one hundred and twenty (120) cents in the case of the royalty payable under sub-paragraph (i) of this paragraph and the royalty payable under sub- paragraph (ii) of this paragraph shall be increased to seven and one half per centum (71%) with a minimum royalty of sixty (60) cents and in addition the Joint Venturers shall at the end of such fifth year or the end of such extended date as approved by the Minister under Clause 9 (1) hereof as the case may be pay to the State a lump sum royalty equivalent to a further one hundred per centum of the total sum paid or payable as royalty under this Agreement in respect of all iron ore shipped or sold by the Joint Venturers up to the end of such fifth year or the end of such extended date as the case may be.

For the purposes of this paragraph "locally used iron ore" means iron ore used by the Joint Venturers or an associated company both within the Commonwealth and within the limits referred to in paragraph (o) of this clause for the production of pellets or for secondary processing or in a plant for the production of metallised agglomerates or steel and includes iron ore used by any other person or company north of the twenty- sixth parallel of latitude in the said State for the production of pellets or for secondary processing or in a plant for the production of metallised agglomerates or steel.

(k) within fourteen days after the quarter days the last days of March June September and December in each year commencing with the quarter day next following the first commercial shipment of ore or pellets from the Joint Venturers' wharf furnish to the Minister a return showing the quantity of all ore the subject of royalty hereunder and shipped sold or used (as the case may be) during the quarter immediately preceding the due date of the return and shall not later than two (2) months after such due date pay to the Minister the royalty payable in respect of ore used and in

Payment of

Royalties.

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

respect of all ore shipped or sold pay to the Minister on account of the royalty payable here- under a sum calculated on the basis of invoices or provisional invoices (as the case may be) rendered by the Joint Venturers to the purchaser (which invoices the Joint Venturers shall render without delay simultaneously furnishing copies thereof to the Minister) of such ore and shall from time to time in the next following appropriate return and payment make (by the return and by cash) all such necessary adjustments (and give to the Minister full details thereof) when the f.o.b. revenue realised in respect of the shipments shall have been ascertained;

Rent for

mineral

(1) by way of rent for the mineral lease pay to the State annually in advance a sum equal to thirty- five (35) cents per acre of the area for the time being the subject of the mineral lease commencing on and accruing from the commencement date PROVIDED THAT after the Joint Venturers commence production of pellets in commercial quantities within the said State if and during the period that the total area for the time being comprised within the mineral lease

/ease.

(i)    is not more than one hundred (100) square miles the annual rent shall be twenty (20) cents per acre;

(ii)    is over one hundred (100) square miles but not more than one hundred and fifty (150) square miles the annual rent shall be twenty five (25) cents per acre; and

(iii)    is over one hundred and fifty (150) square miles but not more than two hundred (200) square miles the annual rent shall be thirty (30) cents per acre;

Other

(m) pay to the State the rental referred to in the

proviso to clause 8 (1) (c) hereof if and when such

rental shall become payable;

rentals,

Inspection.

(n) permit the Minister or his nominee to inspect at all reasonable times the books of account and records of the Joint Venturers relative to any shipment sale or use of ore hereunder including sale contracts and to take copies or extracts therefrom and for the purposes of determining the f.o.b. revenue payable in respect of any shipment of ore hereunder the Joint Venturers will take reasonable steps to satisfy the State either by certificate of a competent independent party acceptable to the State or otherwise to the Minister's reasonable satisfaction as to all relevant weights and analyses and will give due regard to any objection or representation made by the

1967.] Iron Ore (Hanwright) [No. 19.

Agreement.

Minister or his nominee as to any particular weight or assay of ore which may affect the amount of royalty payable hereunder; and

(o) ensure that unless with the prior written approval Export to of the Minister to do otherwise all ore shipped rolitesrae the pursuant to this Agreement will be off-loaded at wen c,-a place outside the Commonwealth and if they

fail so to ensure the Joint Venturers will subject to the provisions of this paragraph be in default hereunder. Where any such shipment is off-loaded within the Commonwealth without such prior written approval the Joint Venturers shall forth- with on becoming aware thereof give to the State notice of the fact and pay to the State in respect of the ore the subject of the shipment such further and additional rental calculated at a rate not exceeding one dollar per ton of the ore as the Min- ister shall demand without prejudice however to any other rights and remedies of the State here- under arising from the breach by the Joint Venturers of the provisions hereof. If ore is shipped in a vessel not owned by the Joint Venturers or an associated company or any other company in which the Joint Venturers have a con- trolling interest and such ore is off-loaded in the Commonwealth the Joint Venturers will not be deemed to be in default hereunder if they take appropriate action to prevent a recurrence of such

an off-loading PROVIDED FURTHER that the fore-

going provisions of this paragraph shall not apply

in any case (including any unforeseeable diversion of the vessel for necessary repairs or arising from force majeure or otherwise) where the Joint Venturers could not reasonably have been expected to take steps to prevent that particular off-loading PROVIDED ALSO that the provisions of this para- graph shall not apply-

(i)   to ore used in the production of pellets or in secondary processing or in a plant for the production of metallised agglomerates or steel by the Joint Venturers or an associ- ated company within the said State

(ii)   to ore so used by the Joint Venturers or an associated company within the Common- wealth but outside the said State to the extent that the tonnage of ore so used does not in any year exceed fifty per centum (50%) of the total quantity of ore used in the production of pellets or in secondary processing or in a plant for the production of metallised agglomerates or steel by the Joint Venturers or an associated company

within the State; or

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

(iii) to ore so used by the Joint Venturers or an associated company within the Com- monwealth but outside the said State in excess of fifty per centum (50%) of the total quantity of ore used in the production of pellets or in secondary processing or in a plant for the production of metallised agglomerates or steel by the Joint Venturers or an associated company within the said State with the prior approval of the Min- ister as aforesaid.

By-laws. (3)

The Governor in Executive Council may upon recom- mendations by the Joint Venturers make alter and repeal by-laws for the purpose of enabling the Joint Venturers to fulfil their obligations under paragraphs (a) (b) and (f) of subclause (2) of this clause and (unless and until the port townsite is declared a townsite pursuant to section 10 of the Land Act) under paragraph (h) of subclause (2) of this clause and under clause 10 (a) hereof upon terms and subject to conditions (including terms and conditions as to user charging and limitation of the liability of the Joint Venturers) as set out in such by-laws consistent with the provisions hereof. Should the State at any time consider that any by-law made hereunder has as a result of altered circumstances become unreasonable or inapplicable then the Joint Venturers shall recommend such alteration or repeal thereof as the State may reasonably require or (in the event of there being any dispute as to the reasonableness of such requirement) then as may be decided by arbitration here- under.

Harbour

channel (4) (a) The parties hereto acknowledge that some party hereinafter in this subclause referred to as "the other party") may have already agreed or will agree with the State for the mining transport and export of iron ore or pellets from within an area or areas of the said State other than the mining areas and that it may be further agreed or determined that such export will be from the port. In this event and notwithstanding the approval or determination of all or any of the detailed proposals hereunder the parties hereto acknowledge that the State may require that only one channel approach to the port shall be dredged to serve the interests of the Joint Venturers and of the other party as well as of other users of the port but that it will depend upon circumstances (including the depth and width of the channel approach and the respective time programmes for the dredging as desired by the Joint Venturers and the other party under and for the purposes of their respective agreements with the State)

approach	other than the Joint Venturers (which party is
provisions.

1967. ] Iron Ore (Hanwright) [No. 19.

Agreement.

whether that channel approach shall be dredged by the Joint Venturers or by the other party or partly by each or under some other arrangements with a view to the joint user of the whole or part of the channel approach.

(b)	The parties hereto acknowledge the principle that whichever of the Joint Venturers and the other party should incur the whole or the greater capital outlay (as the case may be) for the dredging or should be responsible for the opera- tion and maintenance of the channel approach (insofar as it is or is intended to be used by the other of them) should be reimbursed by the other of them such a fair and reasonable proportion of the capital outlay and operation and maintenance costs respectively for the use of the channel approach or otherwise a fair and reasonable charge for such use as may be determined by mutual agreement between the parties concerned or failing agreement by arbitration under the provisions of the Arbitration Act 1895 if those parties agree within a time to be fixed by the Minister to submit to arbitration and failing such agreement then as determined by the Minister.
(c)	If in the circumstances referred to in the last preceding paragraph the other party is the party to be reimbursed then the Joint Venturers hereby agree on demand made by the State to pay the amount of such reimbursement (determined as aforesaid) to the State for and on behalf of the other party.
(d)	If in the circumstances referred to in paragraph (b) of this subclause the Joint Venturers are the party to be reimbursed then the State agrees not to permit vessels of the other party of which notice is given to the State by the Joint Venturers to enter the port through the channel approach and then to load iron ore or pellets in bulk unless and until the other party has made arrangements reasonably satisfactory to the Joint Venturers (to be determined by agreement arbitration or the Minister as aforesaid) for a fair and reasonable contribution to capital outlay and operation and maintenance costs incurred and/or to be incurred by the Joint Venturers as aforesaid or for the payment of a fair and reasonable charge.
(e)	The State acknowledges and agrees with the Joint Venturers that in the event of the Joint Venturers incurring the whole or the greater capital outlay or operation and maintenance costs as aforesaid then vessels (other than vessels

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

employed for the Joint Venturers or other party's purposes) using the channel approach for the export from the port of more than half a million tons a year of bulk commodities (or such lesser tonnages as the Minister may direct from time to time either generally or in any particular case) should be required to pay to the Joint Venturers (or the State should be required to pay to the Joint Venturers from the moneys received from such vessels) fair and reasonable charges to be agreed by the parties hereto having regard to the circumstances including the aggregate tonnage of the commodities exported or to be exported from the port the rate of export and the capital outlay and operation and maintenance costs incurred and/or to be incurred by the Joint Venturers.

(4) In accordance with the Joint Venturers' detailed proposals referred to in subclause (1) of this clause and as approved by the Minister the Joint Venturers will before the end of year 15 commence to construct (and thereafter progressively continue construction in accordance with the reasonable requirements of the Minister having regard to the obligation of the Joint Venturers to complete the construction within the period specified in this subclause) and before the end of year 20 complete the construction of the plant for the production of metallised agglomerates or for the production of steel as the case may be and thereafter at or during the requisite times or periods the Joint Venturers will produce in such plant the quantities of metallised agglomerates or steel as the case may be which they are required to produce as set out in paragraph (a) of subclause (1) hereof.

19671 Iron Ore (Hanwright) [No. 19.

Agreement.

12. If at any time the State finds it necessary to request giVigesn

the Joint Venturers to alter the situation of any of the installations or other works (other than the Joint Venturers' wharf) erected constructed or provided here- under and gives to the Joint Venturers notice of the request the Joint Venturers shall within a reasonable time after

receipt of the notice but at the expense in all things

(including increased running costs) of the State (unless the alteration is rendered necessary by reason of a breach by the Joint Venturers of any of their obligations hereunder) alter the situation thereof accordingly.

13. The Joint Venturers will indemnify and keep Indemnity.

indemnified the State and its servants agents and contractors

in respect of all actions suits claims demands or costs of

third parties arising out of or in connection with any work

carried out by the Joint Venturers pursuant to this Agree-

ment or relating to their operations hereunder or arising

out of or in connection with the construction maintenance

or use by the Joint Venturers or their servants agents

contractors or assignees of the Joint Venturers' Wharf

railway or other works or services the subject of this Agree-

ment or the plant apparatus or equipment installed in

connection therewith and will also indemnify and keep

indemnified the State against all actions suits compensa-

tion claims demands or costs by third parties under the

Ratifying Act the Public Works Act 1902 the Land Act or any other Act in respect of or as a consequence of the resumption or deprivation of the use of any land where such resumption or deprivation of use is made or done by the State for the purpose of granting to the Joint Venturers a lease right mining tenement easement reserve or license pursuant to clause 8 (1) hereof.

14.    (1) Subject to the provisions of this clause the Joint Assignment.

Venturers may at any time

(a)	assign mortgage charge sublet or dispose of to an associated company as of right and to any other company or person with the consent in writing of the Minister the whole or any part of the rights of the Joint Venturers hereunder (including their rights to or as the holder of any lease license ease- ment grant or other title) and of the obligations of the Joint Venturers hereunder; and
(b)	appoint as of right an associated company or with the consent in writing of the Minister any other company or person to exercise all or any of the powers functions and authorities which are or may be conferred on the Joint Venturers hereunder;

subject however to the assignee or (as the case may be) the appointee executing in favour of the State a deed of covenant in a form to be approved by the Minister to comply

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

with observe and perform the provisions hereof on the part of the Joint Venturers to be complied with observed or per- formed in regard to the matter or matters so assigned or (as the case may be) the subject of the appointment.

(2) Notwithstanding anything contained in or anything done under or pursuant to subclause (1) of this clause the Joint Venturers shall at all times during the currency of this Agreement be and remain liable for the due and punctual performance and observance of all the covenants and agreements on their part contained herein and in any lease license easement grant or other title the subject of an assignment under the said subclause (1).

Variation. 15. (1) The parties hereto may from time to time by

mutual agreement in writing add to cancel or vary all or any of the provisions of this Agreement or of any lease license easement or right granted hereunder or pursuant hereto for the purpose of implementing or facilitating the carrying out of such provisions or for the purpose of facili- tating the carrying out of some separate part or parts of the Joint Venturers' operations hereunder by an associated company as a separate and distinct operation or for the establishment or development of any industry making use of the minerals within the mineral lease or such of the Joint Venturers' works installations services or facilities the subject of this Agreement as shall have been provided by the Joint Venturers in the course of work done hereunder.

(2) Notwithstanding the provisions of subclause (1) of this clause the Minister may with the consent of the Joint Venturers from time to time add to cancel or vary any right or obligation relating to works for the transport and/or export of ore or pellets or the production or transport or export of metallised agglomerates or steel to the extent that the addition cancellation or variation implements or facilitates the method of achieving any of the purposes of production or transport or export of ore or pellets or metal- lised agglomerates or steel produced from ore from the mineral lease.

(3) Notwithstanding the foregoing provisions of this clause the Minister may from time to time approve varia- tions or require reasonable variations in the detailed pro- posals relating to any railway or port site and/or port facilities or dredging programme or townsite or town plan- ning or any other facilities or services or other plans speci- fications or proposals which may have been approved pursuant to this Agreement and in considering such varia- tions shall have regard to any changes consequent upon joint user proposals of any such works facilities or services and other relevant factors arising after the date hereof.

1967.] Iron Ore (Hanwright) [No. 19.

Agreement.

The Joint Venturers shall be entitled at any time and from time to time with the prior approval in writing of the Minister to enter into an agreement with any third party for the joint construction maintenance and user or for the joint user only of any work constructed or agreed to be con- structed by the Joint Venturers pursuant to the terms of this Agreement or by such other party pursuant to any agreement entered into by it with the State and in any such event any amount expended in or contributed to the cost of such construction by the Joint Venturers shall for the purpose of the calculation of the sum agreed to be expended on that work by the Joint Venturers under this Agreement and if so approved by the Minister be taken and accepted as an amount equal to the total amount expended (whether by the Joint Venturers or the said third party or by them jointly) in the construction of such work.

(4)

(5) When any agreement entered into by the Joint Venturers with some other company or person results in that other company or person discharging all or any of the obligations undertaken by the Joint Venturers under this Agreement or renders it unnecessary for the Joint Venturers to discharge any obligation undertaken by them hereunder the Minister will discharge or temporarily relieve the Joint Venturers from such part of their said obligations as is reasonable having regard to the extent of any period for which the other company or person actually effects the discharge of those obligations.

make representations to the Commonwealth for the grant License.	16. (1) On request by the Joint Venturers the State shall Export
to the Joint Venturers of a license or licenses under Com- monwealth law for the export of ore or pellets in such quantities and at such rate or rates as shall be reasonable having regard to the terms of this Agreement the capabili- ties of the Joint Venturers and to maximum tonnages of ore or pellets for the time being permitted by the Common- wealth for export from the said State and in a manner or terms not less favourable to the Joint Venturers (except as to rate or quantity) than the State has given or intends to give in relation to such a license or licenses to any other exporter of ore or pellets from the said State.
(2) If at any time the Commonwealth limits by export license the total permissible tonnage of ore or pellets (as the case may be) for export from the said State then the Joint Venturers will at the request of the State and within three (3) months of such request inform the State whether or not they intend to export to the limit of the tonnage permitted to them under Commonwealth licenses in respect of the financial year next following and if they do not so intend will co-operate with the State in making representa- tions to the Commonwealth with a view to some other pro- ducer in the said State being licensed by the Commonwealth

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

to export such of the tonnage permitted by the Common- wealth in respect of that year as the Joint Venturers do not require and such other producer may require. Such procedure shall continue to be followed year by year during such time as the Commonwealth limits by export license the total permissible tonnage of ore or pellets (as the case may be) for export from the said State.

(3) The Joint Venturers shall be in default hereunder if at any time they fail to obtain any license or licenses under Commonwealth law for the export of pellets as may be necessary for the purpose of enabling the Joint Venturers to fulfil their obligations hereunder or if any such license is withdrawn or suspended by the Commonwealth and such failure to obtain or such withdrawal or suspension (as the case may be) is due to some act or default by the Joint Venturers or to the Joint Venturers not being bona Me in their application to the Commonwealth or otherwise having failed to use their best endeavours to have the license granted or restored (as the case may be) but save as aforesaid if at any time any necessary license is not granted or any license granted to the Joint Venturers shall be withdrawn or suspended by the Commonwealth and so that as a result thereof the Joint Venturers are not for the time being permitted to export at least the tonnage they have undertaken with the State they will export then the Joint Venturers shall be relieved from the obliga- tion to export that tonnage during the period such license is not granted or is withdrawn or suspended. The State shall at all times be entitled to apply on behalf of the Joint Venturers (and is hereby authorised by the Joint Venturers so to do) for any license or licenses under Com- monwealth law for the export of pellets as may from time to time be necessary for the purposes of this Agreement.

Delays. 17. This Agreement shall be deemed to be made subject to any delays in the performance of obligations under this Agreement and to the temporary suspension of continuing obligations hereunder which may be occasioned by or arise from circumstances beyond the power and control of the party responsible for the performance of such obligations including delays or any such temporary suspension as aforesaid caused by or arising from Act of God force majeure floods storms tempests washaways fire (unless caused by the actual fault or privity of the Joint Venturers) act of war act of public enemies riots civil commotions strikes lockouts stoppages restraint of labour or other similar acts (whether partial or general) shortages of labour or essential materials reasonable failure to secure contractors delays of contrac- tors and inability (common in the pellet export industry) to profitably sell pellets or factors due to overall world economic conditions or factors which could not reasonably have been foreseen PROVIDED ALWAYS that the party

1967. ] Iron Ore (Hanwright) [No. 19.

Agreement.

whose performance of obligations is affected by any of the said causes shall minimise the effect of the said causes as soon as possible after their occurrence.

18. Notwithstanding any provision hereof the Minister may Pe xoicr3 o

at the request of the Joint Venturers from time to time periods.

extend any period or date referred to in this Agreement for such period or to such later date as the Minister thinks fit and the extended period or later date when advised to the Joint Venturers by notice from the Minister shall be deemed for all purposes hereof substituted for the period or date so intended.

19. Any dispute or difference between the parties arising Arbitration.

out of or in connection with this Agreement or any agreed amendment or variation thereof or agreed addition thereto or as to the construction of this Agreement or any such amendment variation or addition or as to the rights duties or liabilities of either party thereunder or as to any matter to be agreed upon between the parties under this Agreement shall in default of agreement between the parties and in the absence of any provision in this Agreement to the contrary be referred to and settled by arbitration under the provisions of the Arbitration Act 1895 PROVIDED THAT except where this Agreement makes express provision for arbitration hereunder this clause shall not apply to any case where the Minister is by this Agreement given either expressly or impliedly a power or discretion to approve consent direct or otherwise act in any particular way.

20. Any notice consent or other writing authorised or Notices

required by this Agreement to be given or sent shall be deemed to have been duly given or sent by the State if signed by the Minister or by any senior officer of the Civil Service of the said State acting by the direction of the Minister and forwarded by prepaid post to the Joint Venturers at their registered offices for the time being in the said State and by the Joint Venturers if signed on their behalf by a director manager or secretary of the Joint Venturers or by any person or persons authorised by the Joint Venturers in that behalf or by their solicitors as notified to the State from time to time and forwarded by prepaid post to the Minister and any such notice consent or writing shall be deemed to have been duly given or sent on the day on which it would be delivered in the ordinary course of post.

Exemption

21. (1) The State shall exempt from any stamp duty which

but for the operation of this clause would or might be duty.

chargeable on

from stamp

(a)	this Agreement;
(b)	any instrument executed by the State pursuant to this Agreement granting to or in favour of the

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

Joint Venturers or any permitted assignee of the Joint Venturers any tenement lease easement license or other right or interest;

(c)	any assignment sublease or disposition (other than by way of mortage or charge) or any appointment made in conformity with the provisions of subclause (1) of clause 14 hereof; and.
(d)	any assignment sublease or disposition (other than by way of mortage or charge) or any appointment to or in favour of the Joint Venturers or an associated company of any interest right obligation power function or authority which has already been the subject of an assignment sublease disposition or appointment executed pursuant to subclause (1) of clause 14 hereof;

PROVIDED THAT this clause shall not apply to any instrument or other document executed or made more than seven years from the date hereof.

(2) If prior to the date on which the Bill referred to in clause 2 (b) hereof to ratify this Agreement is passed as an Act stamp duty has been assessed and paid on any instrument or other document referred to in subclause (1) of this clause the State when such Bill is passed as an Act shall on demand refund any stamp duty paid on any such instrument or other document to the person who paid the same.

Interpreta-

tion.

22. This Agreement shall be interpreted according to the

law for the time being in force in the said State.

SCHEDULE.

WESTERN AUSTRALIA.

IRON ORE (HANWRIGHT) AGREEMENT ACT, 1967.

MINERAL LEASE.

Lease No. Goldfield

ELIZABETH THE SECOND by the Grace of God of the United Kingdom Australia and Her other Realms and Territories Queen, Head of the Commonwealth, Defender of the Faith:

TO ALL WHOM THESE PRESENTS shall come the day of 1967 BETWEEN the State of Western Australia of the one part and Hancock Prospecting Pty. Ltd. and Wright Prospecting Pty. Ltd. (hereinafter called "the Joint Venturers" in which term shall be included the Joint Venturers and each of them jointly and severally and their and each of their successors and assigns

GREETINGS:

1967.] [No. 19.

Iron Ore (Hanwright)

Agreement.

and including where the context so admits the assignees of the Joint Venturers under clause 14 of the said Agreement) of the other part the said State agreed to grant to the Joint Venturers a mineral lease or leases of portion or portions of the lands referred to in the said Agreement as the mining areas AND WHEREAS the said Agreement was ratified by the Iron Ore (Hanwright) Agreement Act, 1967 which said Act (inter alia) authorised the grant of a mineral lease or leases to the Joint Venturers NOW WE in consideration of the rents and royalties reserved by and of the provisions of the said Agreement and in pursuance of the said Act DO BY THESE PRESENTS GRANT AND DEMISE unto the Joint Venturers as tenants in common in equal shares subject to the said provisions ALL THAT piece or parcel of land situated in the Goldfield(s) containing approximately acres and (subject to such corrections as may be necessary to accord with the survey when made) being the land shaded pink on the plan in the Schedule hereto and all those mines, veins, seams, lodes and deposits of iron ore in on or under the said land (herein- after called "the said mine") together with all rights, liberties, easements, advantages and appurtenances thereto belonging or appertaining to a lessee of a mineral lease under the Mining Act 1904 including all amendments thereof for the time being in force and all regulations made thereunder for the time being in force (which Act and regulations are hereinafter referred to as "the Mining Act") or to which the Joint Venturers are entitled under the said Agreement TO HOLD the said land and mine and all and singular the premises hereby demised for the full term

of twenty-one years from the day of 196

with the right to renew the same from time to time for further periods, each of twenty-one years as provided in but subject to the said Agreement for the purposes but upon and subject to the terms covenants and conditions set out in the said Agreement and to the Mining Act (as modified by the said Agreement) YIELDING and paying therefor the rent and royalties as set out in the said Agreement. AND WE do hereby declare that this lease is subject to the observance and performance by the Joint Venturers of the following covenants and conditions, that is to say:-

1. The Joint Venturers shall and will use the land bona

fide exclusively for the purposes of the said

Agreement.

2. Subject to the provisions of the said Agreement the Joint Venturers shall and will observe, perform and carry out the provisions of the Mines Regulation Act, 1946, and all amendments thereof for the time being in force, and the regulations for the time being in force made thereunder and subject to and also as modified by the said Agreement the Mining Act so far as the same affect or have reference to this lease.

No. 19.] Iron Ore (Hanwright) [1967.

Agreement.

PROVIDED THAT this lease and any renewal thereof shall not be determined or forfeited otherwise than under and in accordance with the provisions of the said Agreement.

PROVIDED FURTHER that all petroleum on or below the surface of the demised land is reserved to Her Majesty with the right to Her Majesty or any person claiming under her or lawfully authorised in that behalf to have access to the demised land for the purpose of searching for and for the operations of obtaining petroleum in any part of the land under the provisions of the Petroleum Act, 1936.

IN WITNESS whereof we have caused our Minister for Mines to affix his seal and set his hand hereto at Perth in our said State of Western Australia and the common seals of the Joint Venturers have been affixed hereto

this day of 196

THE SCHEDULE ABOVE REFERRED TO:

IN WITNESS whereof this Agreement has been executed by or on behalf of the parties hereto the day and year first hereinbefore mentioned.

SIGNED SEALED AND DELIVERED

by the said THE HONOURABLE DAVID BRAND.

DAVID BRAND, M.L.A. in the	[L.S.]
presence of

C. W. COURT,

Minister for Industrial Development.

ARTHUR GRIFFITH,

Minister for Mines.

The Common Seal of HANCOCK

PROSPECTING PTY. LTD. was here-

unto affixed by the Governing Direc-

tor LANGLEY GEORGE HANCOCK

[C.S.]

in accordance with the articles of

association

L. G. HANCOCK.

The Common Seal of WRIGHT

PROSPECTING PTY. LTD. was here-

unto affixed by the Governing Direc-

tor ERNEST ARCHIBALD MAYNARD

[C.S.]

WRIGHT in accordance with the

articles of association

E. A. WRIGHT.