Water Resources (Yarrabee Coal Company Water Supply Agreement) Regulation 1994 (Qld)

Queensland Subordinate Legislation 1994 No. 96 Water Resources Act 1989 WATER RESOURCES (YARRABEE COAL COMPANY WATER SUPPLY AGREEMENT) REGULATION 1994 TABLE OF PROVISIONS Section Page 1 Short title . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 2 Approval of Corporation supplying water (s 3.20 of the Act) . . . . . . . . . . . . 2 SCHEDULE . . . . . . . . . . . . . . . . . . . . . . . . . 3 YARRABEE COAL COMPANY WATER SUPPLY AGREEMENT

2 Water Resources (Yarrabee Coal Company Water Supply Agreement) No. 96, 1994 ˙ Short title 1. This regulation may be cited as the Water Resources (Yarrabee Coal Company Water Supply Agreement) Regulation 1994 . ˙ Approval of Corporation supplying water (s 3.20 of the Act) 2. The Corporation has approval to supply water to the Yarrabee Coal Company Pty Ltd on the terms of an agreement set out in the Schedule.

3 Water Resources (Yarrabee Coal Company Water Supply Agreement) No. 96, 1994 ¡ SCHEDULE YARRABEE COAL COMPANY WATER SUPPLY AGREEMENT section 2 THIS AGREEMENT is made the 15TH day of APRIL , 1993 between the PRIMARY INDUSTRIES CORPORATION , a Corporation constituted by the PrimaryIndustriesCorporationAct1992 (the “Corporation”) of the One Part and YARRABEE COAL COMPANY PTY LTD a company registered in the State of Queensland and having its registered office C/- BDO Nominees (Qld) Pty Ltd, 300 Queen Street, Brisbane (“the Company”) of the Other Part. WHEREAS: A. The Corporation has constructed and operates Fairbairn Dam situated on the Nogoa River and Bedford Weir and Bingegang Weir situated on the Mackenzie River for the purpose of providing water supplies from these streams; B. The Company is the holder of Mining Lease 196 and is engaged in the development of the Yarrabee Coal Mine; C. The Company desires to draw water supplies from the Mackenzie River downstream of Bedford Weir for purposes associated with the development of Mining Lease 196 and the production of coal; D. The Corporation has agreed to allocate a supply of water to the Company from the Mackenzie River on the terms and conditions set out in this Agreement. THE PARTIES AGREE AS FOLLOWS:— 1. DURATION OF AGREEMENT 1.01 Subject to the following provisions of this Agreement, this Agreement shall continue and remain in full force and effect for as long as the Company holds a Mining Lease or an Authority to

4 Water Resources (Yarrabee Coal Company Water Supply Agreement) SCHEDULE (continued) No. 96, 1994 Prospect (a “Mining Right”) and is actively engaged in exploration or mining or associated activities. 2. ALLOCATION OF SUPPLY AND ANNUAL PAYMENTS 2.01 Commencing on the day upon which the approval of the Governor in Council in accordance with section 3.20(1) of the WaterResourcesAct1989 is notified in the Queensland Government Gazette, (hereinafter called “the commencing date”) and thereafter during the currency of this agreement the Corporation agrees to allocate to the Company a supply of 70 megalitres of water per annum from the Mackenzie River. 2.02 An annual charge for the allocation specified in Clause 2.01 (“the Annual Charge”) shall be made at the rate of $15.15 per megalitre allocated and will be payable by the Company in respect of the allocation whether or not the entire allocation is used in any year. An amount of $4.20 per megalitre of the Annual Charge represents the estimated annual cost of operation, maintenance and repairs of existing structures and is the only part of the Annual Charge subject to review as set out in Clause 2.04. 2.03 The Company shall pay the Annual Charge to the Corporation at such place as the Corporation shall from time to time direct by half-yearly instalments on the thirty-first day of March and the thirtieth day of September in each and every year. 2.04 The Annual Charge shall from time to time be subject to review and reappraisal by the Corporation at intervals of not less than two years commencing from 1st July 1992. Where the Annual Charge is increased as a result of a review, the Company shall pay the Annual Charge in accordance with Clause 2.03 from the affective date notified to the Corporation in writing. 2.05 For the purposes of section 3.20(1) of the Water Resources Act (a) the minimum quantity of water that is to be paid for in each year is 70 megalitres; (b) the charge for the minimum quantity is to be $15.15 per megalitre; and

5 Water Resources (Yarrabee Coal Company Water Supply Agreement) SCHEDULE (continued) No. 96, 1994 (c) the charge is payable on demand by the Chief Executive of Water Resources. 3. OPERATION AND MAINTENANCE OF WEIR 3.01 The Company acknowledges that Bedford Weir is, and shall remain, the sole property of the Corporation. 3.02 The Corporation shall supervise, operate and maintain at its own cost, Bedford Weir during the currency of this Agreement and, subject to Clause 9.01, will use its best endeavours to ensure that a supply of 70 megalitres of water per annum is available to the Company. 4. VARIATIONS IN SUPPLY OF WATER 4.01 The Company shall not draw in excess of its allocation of 70 megalitres in any year without the prior written authority of the Corporation. 5. CESSATION OF MINING OR ASSOCIATED ACTIVITY 5.01 If at any time during the currency of this Agreement the Company ceases to be the holder of the Mining Lease 196 the following provisions shall apply:— (a) The Company shall forthwith notify the Corporation in writing of such event; (b) The Annual Charge shall be payable by the Company up to and including the date of the Company ceasing to be holder of a Mining Right; and (c) This Agreement shall be terminated forthwith by the Corporation. 6. MEASURING DEVICE 6.01 The Company shall at the Company’s expense, supply, install and maintain in accurate working condition, a measuring device to record the quantities of water drawn from the Mackenzie River pursuant to this Agreement. The type and location of the measuring device shall be as approved by the Corporation and shall be placed as close as practicable to the point of delivery from the Mackenzie

6 Water Resources (Yarrabee Coal Company Water Supply Agreement) SCHEDULE (continued) No. 96, 1994 River as defined in Clause 8.01. The company shall furnish to the Corporation through the District Manager at the office of the Department of Primary Industries in Emerald, at regular monthly intervals, particulars of the readings of such equipment evidencing the quantity of water drawn during the preceding month. 6.02 The Corporation and persons authorised by it shall have, in common with the Company and persons authorised by the Company, the right of full and free access to and the right to inspect the measuring device and the works referred to in Clause 7.01. 6.03 The Corporation and persons authorised by it shall, at the Company’s expense, appoint a competent person approved by the Corporation to test the accuracy of the measuring device, or adjust, repair or replace the measuring device. 7. PIPELINE AND OTHER WORKS 7.01 The Company is the owner of a pipeline together with all related works including all valves, fittings, pumping facilities, meters, connections and all other equipment and appurtenances (“the Pipeline”) which was constructed for the purpose of conveying water from the Mackenzie River to the area of the Company’s operation. The Corporation acknowledges the Company’s ownership of the Pipeline, subject to Clause 7.04 of this Agreement. 7.02 The Company shall be responsible during the term of this Agreement for the operation and maintenance of the Pipeline at the Company’s expense. 7.03 The Corporation and persons authorised by it shall at all times have the right of access to the Pipeline whether on the Company’s premises or otherwise. The Company undertakes to obtain all necessary easements over all the lands on which the Pipeline is constructed to provide for the Corporation’s free and unfettered access for the purpose of inspecting the Pipeline. 7.04 Upon the expiration or sooner termination of this Agreement the Pipeline shall become the property of the Corporation and no compensation whatsoever shall be payable by the Corporation to the Company.

7 Water Resources (Yarrabee Coal Company Water Supply Agreement) SCHEDULE (continued) No. 96, 1994 7.05 Upon the expiration or sooner termination of this Agreement the Company shall, for no charge or compensation whatsoever, transfer to the Corporation the easements referred to in Clause 7.03. 8. POINT OF DELIVERY 8.01 For the purposes of this Agreement, the delivery point for water shall be at the entrance of the suction pipe of the Company’s pumps at the Mackenzie River. 9. REDUCTION IN SUPPLY 9.01 Where drought or other cause beyond the control of the Corporation reduces the amount of water available from the Nogoa and Mackenzie Rivers system so that the requirements of all consumers from that source cannot be fully supplied, the Corporation may reduce or discontinue the supply of water to the Company as it may deem necessary to expedient PROVIDED THAT any such reduction in supply to the Company shall not be proportionately greater than the reduction in supply to any other consumer. The Corporation shall use its best endeavours to minimise the duration of any restriction or discontinuance of supply. 9.02 The company shall have no claim against the Corporation in respect of any such restriction, lessening or discontinuing of supply. 10. INTERRUPTION OF SUPPLY 10.01 The Corporation may cause interruption of the supply of water to the Company for the purposes of essential maintenance to Bedford Weir or other storages in the Nogoa and Mackenzie Rivers storage system or for other purposes as may be determined by the Corporation from time to time PROVIDED THAT the Corporation shall, except in the case of emergency, give the Company at least 30 days written notice of its intention. The Corporation shall take all reasonable steps to carry out maintenance work at a time suitable to the Company AND PROVIDED FURTHER that the Corporation shall take all reasonable action to resume the supply of water with the least possible delay. 10.02 The Company shall have no claim against the Corporation in respect of any interruption to the supply of water.

8 Water Resources (Yarrabee Coal Company Water Supply Agreement) SCHEDULE (continued) No. 96, 1994 11. NON-ACTIONABLE DEFAULT 11.01 Neither party shall be liable to the other for failure to comply with its obligations under this Agreement if such failure is due to war, whether declared or undeclared, revolution, or act of public enemies, riot or civil commotion, strike or lockout, act of God, drought, flood, storm, tempest, washaway, act of restraint of Government or an event beyond the control of either party which could not reasonably have been foreseen by it and against which it could not have reasonably been expected to take effective precautions PROVIDED THAT upon cessation of the event which causes the failure, the party affected shall take all reasonable steps to resume the performance of its obligations under this Agreement with the least possible delay hereunder. 12. ARBITRATION OF DISPUTES 12.01 Any dispute arising out of or in connection with this Agreement or the construction of any of its terms or any failure to agree where agreement is required to be reached by the parties shall be referred to the arbitration of a single arbitrator, mutually acceptable to each of the parties, in accordance with the provisions of the CommercialArbitrationAct1990 of the State of Queensland as amended or replaced from time to time. 13. NOTICES 13.01 All notices, certificates, accounts statements and communications between the parties (“communications”) shall be in writing. 13.02 Without prejudice to any other mode of service, communications shall be deemed to be properly given or served if posted by prepaid ordinary post addressed:— (a) in the case of communications to the Company, to: Yarrabee Coal Company Pty Ltd C/- BDO Nominees (Qld) 15th Floor Colonial Mutual Building 300 Queen Street Brisbane 4000;

9 Water Resources (Yarrabee Coal Company Water Supply Agreement) SCHEDULE (continued) No. 96, 1994 (b) in the case of communications to the Corporation, to: Department of Primary Industries 70 Hospital Road Locked Bag 6 Emerald 4720; or such other addresses as nominated in writing from time to time by the parties. Communications so posted shall be deemed to have been received in the ordinary course of post. 14. ENTIRE AGREEMENT 14.01 This Agreement is made in accordance with and subject to the provisions of the WaterResourcesAct1989 of the State of Queensland as amended or replaced from time to time and shall constitute the entire Agreement between the parties. Any alterations or amendments to this Agreement shall be made in writing and signed by the parties. 15. PREPARATION OF AGREEMENT 15.01 The parties shall meet their own costs relating to the preparation and execution of this Agreement. 16. APPROVAL OF GOVERNOR IN COUNCIL 16.01 This Agreement shall take effect (and shall not otherwise take effect) upon the Governor in Council approving that the Corporation supply water in accordance with the terms and conditions of this Agreement.

10 Water Resources (Yarrabee Coal Company Water Supply Agreement) SCHEDULE (continued) No. 96, 1994 IN WITNESS the parties have executed this Agreement the day and year first appearing. Signed by PETER JOHN CHARLES BEVIN of WATER RESOURCES for and on behalf of the PRIMARY INDUSTRIES CORPORATION in the presence of: JULIE-ANNE MACPHERSON ) ) ) ) ) P.J. Bevin J. MacPherson Signed for and on behalf of ) YARRABEE COAL COMPANY PTY LTD by: ) JOHN RAWLINS ) in the presence of: ) WILLIAM LEONARD LE MASS ) J. Rawlins W.LeMass ENDNOTES 1. Made by the Governor in Council on 24 March 1994. 2. Notified in the Gazette on 25 March 1994. 3. Laid before the Legislative Assembly on . . . 4. The administering agency is the Department of Primary Industries. © State of Queensland 1994