Logan Motorway Agreement Act Amendment Act 1988 (Qld)

798 ANNO TRICESIMO SEPTIMO ELIZA B ETHAE SEC N AE REGINAE No. 7i y An Act to amend the L ogan Motorway Agreement Act 1987 in certain particulars and for a related purpose [ASSENTED TO 28TH OCTOBER, 1988]

Logan Motorway Agreement Act Amendment Act 1988,. 799 No. 71 BE IT ENACTED by the Queen's Most Excellent Majesty, by and with the advice and consent of the Legislative Assembly of Queensland in Parliament assembled, and by the authority of the same, as follows:- 1. Short title . This Act may be cited as the Logan Motorway Agreement Act Amendment Act 1988. 2. Amendment of long and short titles . (1) The Logan Motorway Agreement Act 1987 is amended by- (a) in its long title, omitting the words "an Agreement between the © State of Queensland and the Logan Motorway Company Limited" and substituting the words " Agreements between the State of Queensland and Companies for the construction of motorways and toll facilities"; (b) in section 1, omitting the words "Logan Motorway Agreement" and substituting the words "Motorways Agreements". (2) A reference in any Act passed before the commencement of this section or in any instrument or other document made before the commencement of this section to the Logan Motorway Agreement Act1987 shall be construed as a reference to the Motorways Agreements Act 1987. 3. Principal Act and citation as amended . (1) In this Act the LoganMotorway Agreement Act 1987 is referred to as the Principal Act. (2) The Principal Act as amended by this Act may be cited as the Motorways Agreements Act 1987-1988. 4. Amendment of s. 2. Interpretation. Section 2 of the Principal Act is amended by- (a) omitting the definition "the Agreement" and substituting the following definition:- "the Agreement" means, in relation to each project to which this Act applies, the agreement entered. into in respect of that project;"; (b) omitting the definition "Company" and substituting thefollowing definition:- "Company" means, in relation to each; project. to which, this Act applies, the company which` has entered into the agreement in respect of that project together with that conapai y's successors and permitted assigns;". 5. Amendment of s. 3. Execution,of'Agreement authorized. Section 3 of the Principal Act is amended by- (a) numbering the existing provision: as subsection (1); (b) in subsection (1), inserting before' the word "Schedule" the word "First";

800 Logan Motorway Agreement Act Amendment Act 1988, No. 71 (c) inserting after subsection (1), the following subsection:- "(2) The Minister is hereby authorized to make for and on behalf of the State of Queensland, with Sunshine Motorway Company Limited a company duly incorporated in the State of Queensland and having its registered office at Level 14, Riverside Centre, 123 Eagle Street, Brisbane in the said State, an agreement in accordance with or substantially in accordance with the form contained in the Second Schedule to this Act.". 6. Amendment of s. 6. Guarantees and undertakings . Section 6 of the Principal Act is amended in subsection (4) by omitting the words "Logan Motorway" and substituting the words "appropriate account of the Motorways". 7. Amendment of s. 7 . Acquisition of Company shares by Treasurer. Section 7 of the Principal Act is amended in subsection (3) by omitting the words "Logan Motorway" and substituting the words "appropriate account of the Motorways". 8. Amendment of s. S. Logan Motorway Trust Fund. Section 8 of the Principal Act is amended by- (a) in subsection (1), omitting the words " "Logan Motorway Trust Fund" " and substituting the words " "Motorways Trust Fund" with a separate account for each project to which this Act applies"; (b) in subsection (2), inserting after the word "of' the words "the appropriate account of'; (c) in subsection (3), omitting the words "Logan Motorway" and substituting the words "appropriate account of the Motorways". 9. Additional Schedule. The Principal Act is amended by- (a) omitting the words "THE SCHEDULE" where they appear at the beginning of the Schedule and substituting the words "FIRST SCHEDULE"; (b) adding after the First Schedule, the following schedule:- "SECOND SCHEDULE AN AGREEMENT made the day of 1988 BETWEEN the STATE OF QUEENSLAND of the one part and the SUNSHINE MOTORWAY COMPANY LIMITED a company duly incorporated in the State of Queensland and having its registered office at Level 14, Riverside Centre, 123 Eagle Street , Brisbane in the said State of the other part WHEREAS: (a) It is in the interests of the State that there should be a major road extending from the Bruce Highway near the

Logan Motorway Agreement Act Amendment Act 1988, No. 71 801 Buderim turnoff, via Mooloolaba and Maroochydore, to Noosa; (b) Provision of a toll facility on the proposed major road will allow users of the road who receive the benefits to pay for that service, and will further allow the road to be constructed many years ahead of its time; (c) It is desirable that in consideration of entering into the obligations on its part as hereafter set out, the SUNSHINE MOTORWAY COMPANY LIMITED be granted the rights titles and privileges hereafter mentioned. NOW THEREFORE IT IS HEREBY AGREED as follows: PART I-PRELIMINARY 1. This Agreement shall be divided into Parts as follows:- PART I-PRELIMINARY PART II-FINANCIAL PROVISIONS PART III-LANDS REQUIRED FOR MOTORWAY PART IV-CONSTRUCTION OF MOTORWAY PART V-TOLLS AND USE OF MOTORWAY PART VI-ADMINISTRATION AND OPERATION OF MOTORWAY PART VII-GENERAL. 2. (1) In this Agreement unless the context otherwise requires the general terms following shall have the meanings respectively assigned to them- "Act"-Motorways Agreements Act 1987-1988; "Commissioner"-The Commissioner of Main Roads appointed under the Main Roads Act 1920-1985 or his authorised representative; "Crown lands"-all lands vested in Her Majesty which are not for the time being subject to any Deed of Grant, Lease, promise, contract, or engagement made by or on behalf of Her Majesty; "Contractor" any person who enters into a contract with the Owner for the construction of one or more sections of the Motorway; "Franchise period"-the period of thirty (30) years from the date that the Commissioner certifies in writing under his hand that the Motorway has been completed in accordance with the Plans and Specifications, approved alterations and all other terms, provisions, conditions and stipulations of this agreement, or such amended period as the Governor in Council may approve; "Local Authority"-a Local Authority constituted by the Local Government Act;

802 Logan Motorway Agreement Act Amendment Act 1988, No. 71 "Local Government Act"-The Local Government Act 1936-1987; "Minister "- The Minister for Public Works , Main Roads and Expo or other Minister of the Crown for the time being charged with the administration of the Act; "Motorway "- the road commencing at the Bruce Highway near the Buderim turn-off , thence to Mooloolaba, thence via the Maroochydore by-pass to the Maroochy River and thence to Noosa, together with access ramps, interchanges , toll plazas, and any associated development , the general location of which is shown in the Appendix hereto; "Owner "- the SUNSHINE MOTORWAY COMPANY LIMITED, its successors and permitted assigns, and where necessary shall include the Commissioner; "Person "- any person , number of persons , corporation, body corporate or company; "State"-the State of Queensland; "Plans and Specifications"-technical and contractual requirements for construction of the Motorway; "Toll"-any fee payable to the Owner for the privilege of each passing along or using of a section of the Motorway, whether in relation to a person, vehicle, or other moveable object whatever : the term also includes any amount received by the Owner in any way from or in connection with the use of the Motorway; " Treasurer "- the Treasurer of the State of Queensland. (2) The singular includes the plural and the plural i ncludes the singular. (3) Any reference to any Act or Acts shall include that Act or those Acts and any Act amending or in substitution thereof. 3. The making of this Agreement is authorised by the Parliament of the State of Queensland expressed in an Act entitled the Motorways Agreements Act 1987-1988. 4. The State shall exempt from stamp duty:- (a) This Agreement and copies thereof; (b) Any contract entered into by the Owner for the purposes of this Agreement or any document ancillary to such contract or in implementation thereof. 5. This Agreement may be varied pursuant to an Agreement between the Minister and the Owner with the approval of the Governor in Council by Order in Council. 6. At the expiration of the Franchise Period the Motorway shall become the absolute property of the State and all the

Logan Motorway Agreement Act Amendment Act 1988, No. 71 803 Owner's rights shall cease and determine unless they have at an earlier date ceased and determined as provided under the provisions of this Agreement, and the Owner shall deliver up possession of the Motorway and any land used by the Owner in connection therewith or for any other purpose together with all instruments of title in relation thereto to the State, and all chattels and appurtenances thereto of the Owner used in operating the Motorway or in association with it during the Franchise Period for the collection of Tolls, or used in the maintenance of the Motorway during the Franchise Period, or for any other purpose shall become the absolute property of the State and the Owner shall not be entitled to any compensation whatsoever. PART II-FINANCIAL PROVISIONS 1. (1) The Owner may enter into such financial arrangements for the purpose of assisting it to carry out its functions pursuant to this Agreement as the Treasurer and the Commissioner may approve, on such terms and conditions as the Treasurer and Commissioner may approve. (2) The Owner may from time to time seek such professional financial advice as it considers necessary for the proper performance of its duties under the Agreement, provided that prior to seeking such advice: (a) The Owner shall notify the Commissioner and the Treasurer of its intentions to do so; (b) The Commissioner or the Treasurer has within seven days of receipt of such notification, not directed otherwise. 2. The Owner shall pay to the credit of the Motorways Trust Fund an amount of Four million five hundred thousand dollars ($4,500,000.00) or such other amount as may be determined by the Commissioner in consideration of the inclusion of sections of existing declared roads in the Motorway. 3. (1) The Owner shall pay to the State a Franchise Fee which shall be equal to an amount calculated by deducting from the total of Toll and other income receipts, the total of all expenses incurred in operating and maintaining the Motorway, interest payments to lenders, declared dividends to shareholders, amounts approved by the Commissioner as necessary to maintain working capital, and any other amounts approved by the Commissioner. (2) Such Franchise Fee shall be payable for each year of the Franchise Period and shall be assessed by the Commissioner at three (3) monthly intervals and shall be paid by the Owner within twenty-eight (28) days of the issue of such an assessment by the Commissioner. (3) In order to assess such Franchise Fee the Owner shall within seven (7) days of the end of each such three (3) month

804 Logan Motorway Agreement Act Amendment Act 1988, No. 71 period provide the Commissioner with a full statement of the number of units of each class of vehicle using the Motorway during each successive one (1) month period, the cost of interest payments to lenders and dividends to shareholders and all costs incurred in the collection of Toll and in maintenance of the Motorway during each such three (3) month period together with net income received from interest. (4) If the Owner fails to supply such information within the time stated in subclause (3) of this clause the Commissioner shall determine the amount of Franchise Fee owing and may call upon and give notice to the Owner to pay such amount within twenty-eight (28) days of the issue of such notice by the Commissioner. (5) If payment is not made by the Owner within the specified time, the Owner shall be in default of the provisions of this agreement. (6) The Owner shall at all times permit the Commissioner or any person authorised in writing by him in that behalf to inspect the accounting and other various records maintained by the Owner in relation to the collection of Toll, the maintenance and operation of the Motorway and any other amounts held or received by the Owner pursuant to subclause (1) of this clause, and shall supply to the Commissioner or such authorised person such information as to entries appearing therein as may be required by the Commissioner or such authorised person. 4. If at any time, and notwithstanding the termination of the Franchise Period pursuant to clause 4 of Part VII, the amount of funds available to the Owner (by way of Toll, income from investments if any, loans raisings or borrowings or otherwise) is insufficient to meet:- (i) the obligations of the Owner in relation to this Agreement; (ii) obligations of the Owner pursuant to any contracts approved by the Commissioner and entered into by the Owner for the purposes of this Agreement; (iii) amounts required to maintain a level of working capital approved by the Commissioner; or (iv) other amounts as may be approved by the Commissioner from time to time, the State shall make available to the Owner the amount of such deficiency. 5. (1) The State shall, if requested by the Owner and approved by the Governor in Council, provide guarantees or undertakings on terms and conditions approved by the Treasurer in relation to the raising of finance by the Owner for the purpose of assisting it to carry out its functions pursuant to this Agreement.

Logan Motorway Agreement Act Amendment Act 1988, No. 71 805 (2)^ Such guarantees when given in respect of financial arrangements shall be limited to the payment of all such monies as would be payable from time to time by the Owner if no acceleration of such payments under any relevant agreement relating to the raising of finance had occurred. PART III-LANDS REQUIRED FOR MOTORWAY 1. (1) The Commissioner and/or the Co-ordinator General shall take all necessary action to give the Owner possession (subject to such terms and conditions as the Commissioner or the Co-ordinator General may think fit) of any land as the Commissioner may deem requisite to enable the Owner to construct, operate and maintain the Motorway and to completely exercise the rights conferred and perform the obligations imposed upon the Owner by this Agreement. (2) The Owner shall pay to the Commissioner all costs of acquiring or obtaining the vacant possession of such land including the fee simple if such land is freehold land. Such payment shall be made to the Commissioner in such manner as the Commissioner may determine. (3) The Owner shall pay to the Commissioner the full costs of relocating any improvements that may, as a result of the construction, operation and maintenance of the Motorway, be required to be relocated, together with the amount of any damage and interest on loans, costs or capital expended by the Commissioner in the relocation of any such improvements. (4) The Owner shall, on and from the date of commencement of the Franchise Period, be granted a Special Lease over the land upon which the Motorway shall have been constructed and over any land that the Commissioner may deem necessary for the future extension of the Motorway and the satisfactory operation and maintenance of the Motorway. Such Special Lease shall be granted on such terms and conditions as the Commissioner, the Co-ordinator General and the Minister for Land Management shall determine and shall expire on the day on which the Franchise Period expires. 2. The area of land certified by the Commissioner to be occupied by or used for the purposes of the Motorway, where such land has been acquired pursuant to the provisions of clause 1 of this Part, shall not be rateable land within the meaning of any Act whatsoever defining rateable land. However,, nothing in this Agreement shall be interpreted as requiring the Commissioner to so certify in respect of any land used for commercial ventures that may operate in association with the Motorway. Nothing in this Agreement shall be interpreted as preventing the Commissioner from amending or withdrawing his certificate in respect of any lands.

806 Logan Motorway Agreement Act Amendment Act 19 No. 71 The publication of any such certificate in the Government Gazette shall be conclusive evidence of the fact of making of such certificate. PART IV-CONSTRUCTION OF MOTORWAY 1. The Owner shall enter into a Construction Agreement with the Commissioner for the design and construction supervision of the Motorway. The Construction Agreement shall provide that the Owner shall pay to the Commissioner all costs associated with the design and construction supervision of the Motorway, upon such terms as the Commissioner shall deem fit. 2. The design of all works and the construction of all works shall be to the approval of the Commissioner, who may direct the removal of any works constructed without his approval and/ or deemed by him to be unsound. 3. The Owner shall not, prior to or during the Franchise Period, enter into any contract of whatsoever kind or nature without obtaining the prior approval of the Commissioner. 4. The Owner shall at all times, subject to the provisions of the Act, fully comply with the requirements of all Acts of Parliament and all Regulations, By-laws and Orders in Council made thereunder, and with the requirements of public, municipal and other authorities, in any way affecting or applicable to the financing, construction, maintenance and operation of the Motorway. The Owner shall be deemed to have familiarised himself with such matters as employment of labour, statutory awards, and industrial agreements, health and safety precautions and regulation of traffic and all matters relating to the financing, construction, maintenance and operation of the Motorway. 5. (1) The Motorway shall not be deemed to be completed and ready for public traffic until it has been inspected by the Commissioner and the Commissioner has certified in writing under his hand that the Motorway has been completed in accordance with the Plans and Specifications, conditions of contract, approved alterations, and all other terms, provisions, conditions and stipulations of this Agreement. (2) The date of the certificate as aforesaid of the Commissioner shall be deemed to be the date of commencement of the Franchise Period, and the publication of such certificate in the Government Gazette shall be conclusive evidence of the fact of making of such certificate. 6. (1) If the Owner proposes at any time during the Franchise Period to construct additional works in the nature of improvements or extensions to the Motorway, or for the purpose of adding to the strength or performance of the Motorway as originally constructed, he shall submit to the Commissioner such

Logan Motorway Agreement Act Amendment Act 1988, No. 71 807 proposals or specifications concerning such additional works as the Commissioner may require. (2) The Commissioner shall consider such proposals, plans or specifications submitted to him as aforesaid and may in his absolute discretion approve of, or reject the same, or refer them back to the Owner for the preparation of detailed plans and specifications. (3) The Commissioner may require the Owner to enter into a further Construction Agreement with the Commissioner for the design and construction of such additional works. (4) If the Commissioner determines at any time during the Franchise Period that additional works in the nature of improvements or extensions to the Motorway are required, then such additional works shall be carried out under the same terms as are provided in clauses 1 and 2 of this Part unless otherwise approved by the Commissioner. (5) All the provisions of this Agreement relating to the duties, liabilities and obligations of the Owner to properly maintain the Motorway and to keep the same fit and ready for public traffic and the powers of the Commissioner to compel the Owner to observe such duties, liabilities, and obligations shall extend and apply to all such additional works from and after the date of approval by the Commissioner of the plans and specifications, and such additional works shall be deemed to be part of the Motorway, and all terms and provisions of this Agreement shall apply thereto accordingly: Provided however that notwithstanding any provision of this Agreement, the commencement date of the Franchise Period shall not be extended without the approval of the Governor in Council. (6) If at any time during the Franchise Period the Motorway or any portion or portions thereof shall be destroyed or damaged by an Act of God, the Queen's enemies, or in warlike operations in defence of the State, or by riot or civil commotion or by any wanton act, and such damage or destruction has not arisen through any default or neglect on the part of the Owner or any of his servants or contractors in the design or construction or maintenance of the Motorway, the Owner may with the approval of the Commissioner reconstruct the Motorway or the portion or portions thereof so damaged or destroyed, and restore the Motorway to the same conditions as existed at the time of the completion of the Motorway. All the provisions of this Agreement shall, subject to such variations as the Minister with the approval of the Governor in Council by Order in Council shall approve, apply to the reconstruction works as if such reconstruction works were additional works proposed to be constructed by the Owner during the Franchise Period for the purpose of improving, extending, or adding to the original strength or performance of the Motorway as hereinbefore provided.

808 Logan Motorway Agreement Act Amendment Act 1988, No. 71 (7) If the Motorway or portion or portions thereof are destroyed or damaged as hereinbefore described and the Owner reconstructs the Motorway or portion or portions thereof in accordance with the provisions of subclause (6) of this clause, the Owner shall be entitled to obtain such extension of the Franchise Period as the Governor in Council shall approve. 7. (1) The Owner shall require contractors to insure with an insurer approved by the Commissioner, at the contractor's expense and in the joint names of the contractor, the Owner, and the State, all plant, materials and works which are upon or may be brought upon or which are or which may be erected upon or form part of the Motorway for their total value, unless otherwise approved by the Commissioner, against all risks, and shall continue to keep such plant, materials and works so insured until the commencement of the Franchise Period. (2) The Owner shall contract with all contractors to the effect that all monies paid pursuant to a claim under such insurance shall be received by the contractor who shall at his own cost replace, rebuild, or repair the plant, materials or works which have, according to notice in writing by the Commissioner, been damaged or destroyed. Such replacing, rebuilding, repairing and completion shall be carried out strictly in accordance with the terms and conditions of this Agreement and the Plans and Specifications. (3) The Owner shall within thirty (30) days of the date of this Agreement or prior to the commencement of construction of the Motorway, whichever is the latter, effect and keep in force until the end of the Franchise Period a public liability insurance policy with an insurer approved by the Commissioner for an amount not less than Ten million dollars ($10,000,000.00). Such policy shall cover the liability of the Owner as outlined in clause 2 of Part VII and shall be jointly in the names of the Owner and the State. The Owner shall tender the policy for sighting by the Commissioner within thirty (30) days of the date the policy is effected in accordance with this clause and from time to time shall tender for sighting by the Commissioner such receipts as are necessary to demonstrate the policy remains in force. PART V-TOLLS AND USE OF MOTORWAY 1. (1) The amount of Toll which the Owner shall levy and collect for each unit of each class of vehicle using the Motorway or part thereof shall be as determined by:- (i) the Governor in Council; or (ii) the Commissioner in any case where the Governor in Council has not so determined. The amount of Toll shall be adjusted from time to time in accordance with movements in the All Groups Consumer Price Index for the City of Brisbane or any other Index compiled in replacement of such first mentioned Index or as otherwise

Logan Motorway Agreement Act Amendment Act 1988, No. 71 809 determined by the Governor in Council on the recommendation of either the Commissioner or the Treasurer. (2) The classes of vehicle for the purpose of the levying of a Toll shall be as determined from time to time by the Commissioner. (3) Any determination made in accordance with subclause 1 (i) hereof or any adjustment made in respect thereof in accordance with movements in the Index, in the form of an updating of the notification to which it has relevance, shall be published in the Government Gazette. 2. (1) Except as is hereinafter in this Part provided, a unit of any class of vehicle paying the Toll for that class of vehicle shall be permitted to use the Motorway or part thereof at any time during the Franchise Period. (2) The Owner shall not, subject to the provisions of subclauses (3) and (4) of this clause and subject to the provisions of clause 8 of Part VII, make or give any undue or unreasonable preference or advantage to or in favour of any particular vehicle or any particular class of vehicle, or subject any particular vehicle or any particular class of vehicle to any undue or unreasonable disadvantage in any respect whatsoever. (3) Fire Brigade vehicles, Ambulances, Police and subject to such terms and conditions as shall be determined by the Commissioner, other emergency vehicles approved by the Commissioner, shall be exempt from the payment of any Toll. (4) Except under such terms and conditions as shall be determined by the Commissioner- (a) vehicles which by virtue of their size or mass, the Commissioner considers a danger to the Motorway or to persons or vehicles using the Motorway; and (b) vehicles conveying as a load or cargo material that the Commissioner considers a danger to the Motorway or to persons or vehicles using the Motorway by virtue of its size mass or cargo type, shall be prohibited from using the Motorway or part thereof. (5) It shall be the responsibility of the Owner to ensure that- (a) any vehicle restrictions as may be determined by the Commissioner in accordance with subclause (4) (a) hereof shall be enforced; and (b) any restrictions of vehicle load or cargo type as may be determined by the Commissioner in accordance with subclause (4) (b) hereof shall be enforced on all classes of vehicles using the Motorway or part thereof.

810 Logan Motorway Agreement Act Amendment Act 1988, No. 71 PART VI-ADMINISTRATION AND OPERATION OF MOTORWAY 1. (1) The Owner shall at all times during the Franchise Period maintain and keep the Motorway in a sound and servicable condition, fit and ready for public traffic. (2) The Owner shall not carry out renewals, reconstruction and maintenance works without the prior consent of the Commissioner. The Commissioner may at any time and from time to time direct the Owner to carry out renewals, reconstruction and maintenance works as are in the Commissioner's opinion necessary to preserve the Motorway for its full life expectancy in a sound and servicable condition. (3) Notice of any such direction shall be served on the Owner by the Commissioner and such Notice shall specify the renewals, reconstruction and maintenance works which the Commissioner directs the Owner shall carry out, and such notice shall also specify the time within which such renewals or works shall be carried out. (4) The Commissioner, on the neglect, refusal, or failure by the Owner to comply with any such direction of the Commissioner as aforesaid, may, with such assistants as may be necessary, enter upon the Motorway and any land, premises, or place used in connection therewith, and do all such things and take all such measures as may be necessary to carry out such renewals or works. (5) The amount of any costs, charges, and expenses incurred by the Commissioner in carrying out such renewals or works may be recovered as a debt due by the Owner to the Commissioner in any Court of competent jurisdiction. 2. (1) The Owner shall at all times during the Franchise Period operate the Motorway in an efficient manner so as to incur minimum cost and shall comply with all requirements of the Commissioner. (2) In the operation and maintenance of the Motorway, the Owner shall pay all charges, fees and expenses incurred. (3) If traffic delays and queue lengths at any Toll Plaza exceed limits which may be determined from time to time by the Commissioner, the Owner shall, at its own cost, with no recourse to compensation from the Commissioner, and subject to the approval of the Commissioner, provide additional or improved toll collection facilities. 3. (1) The Owner shall enter into an Agreement with the Gateway Bridge Company Limited or any other person as may be approved by the Commissioner, for the provision of managerial, accounting, toll collection, toll maintenance, and other services as the Commissioner shall direct. (2) The Owner shall ensure that such Agreement contains terms and conditions whereby such company or person is bound

Logan Motorway Agreement Act Amendment Act 1988, No. 71 811 to observe, and carry out where appropriate, the obligations of the Owner as contained in this Agreement. (3) The Owner may, with the prior approval of the Commissioner, enter into agreements relating to developments associated with the Motorway: Provided however that the Owner shall not, prior to or during the Franchise Period, enter into any contract of whatsoever kind or nature, without obtaining the prior approval of the Commissioner. Such approval may be signified by the Commissioner's approval of a budget in accordance with the provisions of clause 7 of this Part. 4. (1) The Owner shall in and about the construction, operation and maintenance of the Motorway give preference in the employment of wages employees to persons who, at the time of application for employment, are resident in Queensland, provided that suitable employees so resident are available for such employment. (2) The number, qualifications, and rates of payment or persons employed by the Owner, remuneration and benefits of Directors and the purchase, hire or lease of buildings, plant and equipment by the Owner shall be subject to the approval of the Commissioner. Such approval may be signified by the Commissioner's approval of a budget in accordance with the provisions of clause 7 of this Part. (3) The Commissioner shall have the right to appoint at least one person as a Director of the Board of the Owner and the right to appoint any necessary replacement thereof. 5. The Commissioner shall at all times, without hindrance or obstruction, be allowed to inspect the Motorway, and if the Commissioner is of the opinion that the Motorway, or any part or section of the Motorway is unsafe for traffic, or any part or section of the Motorway requires maintenance that requires the closure of that part or section of the Motorway, he may, without prejudice to or without in any way limiting any of his other powers under this Agreement, restrict or prohibit the continuance of traffic, or of any particular class or classes of vehicle on the Motorway or any part or section thereof, until such time as he is satisfied that the Motorway is safe or such maintenance is complete and the Motorway is fit for traffic or for any particular class or classes of vehicle. If pursuant to the provisions of this subclause the Commissioner prohibits the continuance of traffic or any particular class or classes of vehicle on the Motorway or any part or section thereof, he shall forthwith notify the Owner in writing of the closure or part closure of the Motorway and direct that the Owner repair and make safe the Motorway for the passage of traffic or any particular class or classes of vehicle to the satisfaction of the Commissioner within the time specified in such notice AND the Owner shall not be entitled to any compensation whatsoever for such closure.

812 Logan Motorway Agreement Act Amendment Act 1988, No. 71 6. The Owner shall erect and keep erected notices and traffic signs of a type and in such positions as the Commissioner may direct, on which shall be printed such information and directions as shall be necessary for the operation and maintenance of the Motorway, including a list of Tolls which shall be payable for the right to traverse or use the Motorway. 7. The Owner shall throughout the Franchise Period keep detailed books of account and adopt such accounting procedures as are approved or recommended by the Commissioner including budgets of estimated income and expenditure in a form and for periods approved by the Commissioner. Such budgets shall be submitted by the Owner to the Commissioner and shall, if required by the Commissioner, be amended to the satisfaction of the Commissioner. A budget shall not be adopted by the Owner without the prior approval of the Commissioner. 8. At the end of each financial year throughout the Franchise Period the Owner shall submit to the Commissioner full detailed and audited accounts of the Owner's operations for that financial year, and such other information as the Commissioner may require. If the Owner neglects, refuses or fails to comply with the provisions of this clause, he shall be in default, and the provisions of clause 4 of Part VII hereof shall apply. PART VII-GENERAL 1. The Commissioner shall have an absolute and unimpeded right of access to the Motorway at any time, both during construction of the Motorway and throughout the Franchise Period. The Owner shall provide, as requested by the Commissioner, all possible assistance in this regard. 2. (1) The Owner shall subject to the provisions of subclause (3) of this clause, be liable for all damage to persons and property howsoever arising through any defect of the Motorway, notwithstanding that the Commissioner shall have given his Certificate pursuant to Clause 5 of Part IV. (2) The Owner does forever release and indemnify the State, the Commissioner, any person or body representing the Crown, any officer of the Public Service, any officer of the Crown, the Local Authority of Caloundra City, the Local Authority of Maroochy Shire and the Local Authority of Noosa Shire from and against all liability howsoever arising, and all actions, proceedings, claims, demands, costs and expenses in connection therewith, in respect of death, personal injury, loss of or damage to property caused to any person in connection with the Motorway, both during construction and throughout the Franchise Period. (3) For the purposes of this Agreement, and subject to its provisions, the Owner shall be deemed to have the same liabilities

Logan Motorway Agreement Act Amendment Act 1988, No. 71 813 as a Local Authority if a Local Authority was the owner of the Motorway. 3. The Owner may from time to time, with the consent of the Governor in Council but not otherwise, assign or transfer to any other person all his rights, powers, liabilities, duties and obligations under this Agreement. Upon every such transfer or assignment the Assignee or Transferee shall have the same rights and powers, and shall be subject to and shall assume all the liabilities, duties and obligations of the Owner, and shall, from and after the date of such assignment or transfer, be deemed to be the Owner of the Motorway. 4. If the Owner shall make default in the observance or performance of any of the provisions of this Agreement, the Commissioner may give the Owner notice to rectify, within the time specified in such notice, such default AND if the Owner continues in such default after the time specified in such notice, the Governor in Council may, on the recommendation of the Commissioner, by Order in Council published in the Government Gazette declare that the Franchise Period terminate forthwith and direct the Commissioner to take possession of the Motorway, and the Motorway, all land comprised in the Special Lease, any land used by the Owner in connection with the Motorway or for;any other purpose, together with all chattels and appurtenances thereto of the Owner used in operating the Motorway or in association with it or used in the maintenance of the Motorway or for any other purpose, shall vest in the State absolutely and the Owner shall not be entitled to any compensation whatsoever. 5.. In case any claim, dispute or question shall arise between the Owner and the Commissioner concerning any clause or anything contained in this Agreement or the rights, duties or liabilities of either the Owner or the Commissioner under this Agreement or if any matter or thing whatsoever is by this Agreement required or found necessary to be referred to arbitration THEN in every such case such claim, dispute, question, matter or thing shall be referred to a single arbitrator agreed upon between the Owner and the Commissioner and failing such agreement within fourteen (14) days of the date of a written notice from one party to the other requiring the appointment of an arbitrator, then to an arbitrator appointed by the Governor in Council, and every such reference shall be an arbitration within the meaning of the Arbitration Act 1973 and subject to the provisions thereof. 6. (1) If, pursuant to the provisions of the Companies (Queensland) Code- (a) The Owner enters into any compromise or arrangement with its creditors; or (b) The Owner enters into liquidation (other than a voluntary liquidation for the purpose of

814 Logan Motorway Agreement Act Amendment Act 1988, No. 71 reconstruction ) or is wound up or passes a resolution for winding up; or (c) A Liquidator , Official Manager or Receiver is appointed, the Governor in Council may by Order in Council published in the Government Gazette direct the Commissioner to take possession of the Motorway, and the Motorway , all land comprised in the Special Lease , any land used by the Owner in connection with the Motorway or for any other purpose, together with all chattels and appurtenances thereto of the Owner used in operating the Motorway or in association with it or used in the maintenance of the Motorway or for any other purpose, shall vest in the State absolutely and the Owner shall not be entitled to any compensation whatever, and further , if the Motorway is completed and carrying public traffic, direct the Commissioner to levy and collect the Toll as if the Commissioner were the Owner , and all amounts remaining after deducting the expenses of collection , maintenance, and any other charges in connection with the Motorway, shall be received by the Commissioner for and on behalf of the State. (2) If at the time of the happening of the event referred to in subclause ( 1) of this clause the Motorway shall be partially completed , the Commissioner may with the approval of the Governor in Council and on payment to those persons of such amounts as they are entitled in accordance with the provisions of the Companies (Queensland ) Code, take over the partially completed Motorway and complete it and thereafter may levy and collect Toll on the completed Motorway in such amounts and for such period as the Governor in Council may determine. Payments made pursuant to the provisions of this subclause shall, subject to the approval of the Governor in Council, be on similar terms and conditions as were applicable to the Owner. 7. Any notice, consent , requirement or writing authorised or required by this Agreement to be given or sent shall be deemed to have been duly given or sent if signed in the case of a notice by the Minister by such Minister or in the case of the Commissioner by the Commissioner and forwarded by pre-paid post to the Owner at his registered office in the State from time to time or to such other place as the owner may fix from time to time by written notice to the Commissioner and by the Owner if signed on behalf of the Owner by a Director , Manager , Secretary or Attorney or Solicitor of the Owner and forwarded by pre- paid post to the Commissioner at his office in Brisbane in the said State and any such notice, consent, requirement 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. Alternatively , any such notice , consent, requirement, or writing may be delivered by hand. 8. The Motorway shall, for the purposes of this Agreement, be deemed to be a road within the meaning of the Traffic Act1949-1985 and the provisions of such Act shall apply thereto.

Logan Motorway Agreement Act Amendment Act 1988, 815 No. 71 9. Except where in this Agreement it is otherwise expressly provided, proceedings for the recovery of any penalty or debt may be had and taken by action in any court of competent jurisdiction by the Commissioner.

816 Logan Motorway Agreement Act Amendment Act 1988, No. 71 APPENDIX PROPOSED SUNSHINE MOTORWAY

Logan Motorway Agreement Act Amendment Act 1988, No. 71 817 IN WITNESS WHEREOF the parties have executed this Agreement the day and year first hereinbefore written. THE COMMON SEAL of the SUNSHINE MOTORWAY COMPANY LIMITED was hereto affixed by authority of a Resolution of the Board of Directors by a Director and the Secretary SIGNED SEALED and DELIVERED by the Honourable WILLIAM ANGUS MANSON GUNN Minister for Public Works, Main Roads and Expo for and on behalf of the Crown in right of the STATE OF QUEENSLAND in the presence of E. Finger , Commissioner of Main Roads 27