Western Australia: Railway (BBI Rail Aus Pty Ltd) Agreement Act 2017 (WA)

Western Australia Railway (BBI Rail Aus Pty Ltd) Agreement Act 2017 Western Australia Railway (BBI Rail Aus Pty Ltd) Agreement Act 2017 Contents Part 1 — Preliminary 1. Short title 2 2. Commencement 2 Part 2 — General provisions about the Agreement 3. Terms used 3 4. Ratification and authorisation 3 5. State empowered under clause 21 3 6. Effect on other laws 3 Schedule 1 — Railway (BBI Rail Aus Pty Ltd) Agreement 2017 Schedule 2 — 2020 variation agreement Notes Compilation table 84 Uncommenced provisions table 84 Defined terms Western Australia Railway (BBI Rail Aus Pty Ltd) Agreement Act 2017 An Act — • to ratify, and authorise the implementation of, an agreement between the State and BBI Rail Aus Pty Ltd, Todd Petroleum Mining Company Limited, Todd Offshore Limited and Todd Minerals Limited relating to the development of a railway in the Pilbara region of the State; and • to modify the operation of the Railways (Access) Act 1998 and the Railways (Access) Code 2000, and for incidental and other purposes. The Parliament of Western Australia enacts as follows: Part 1 — Preliminary 1. Short title This is the Railway (BBI Rail Aus Pty Ltd) Agreement Act 2017. 2. Commencement This Act comes into operation as follows — (a) Part 1 — on the day on which this Act receives the Royal Assent; (b) Part 2 and Schedule 1 — on the day after that day; (c) Part 3 — on a day fixed by proclamation, and different days may be fixed for different provisions. Part 2 — General provisions about the Agreement 3. Terms used In this Part — 2020 variation agreement means the agreement a copy of which is set out in Schedule 2; Agreement means the scheduled agreement — (a) as varied from time to time in accordance with its terms; and (b) as varied by the 2020 variation agreement; scheduled agreement means the agreement a copy of which is set out in Schedule 1. [Section 3 amended: No. 10 of 2021 s. 4.] 4. Ratification and authorisation (1) The scheduled agreement is ratified. (1A) The 2020 variation agreement is ratified. (2) The implementation of the Agreement is authorised. [Section 4 amended: No. 10 of 2021 s. 5.] 5. State empowered under clause 21 The State has power in accordance with clause 21 of the Agreement. 6. Effect on other laws (1) The Agreement operates and takes effect despite any enactment or other law. (2) If a provision of the scheduled agreement or the 2020 variation agreement expressly or by implication purports to modify or exclude the application or operation of an enactment for a purpose or in relation to a person or thing, the application or operation of the enactment is modified or excluded for that purpose, or in relation to that person or thing, to the extent or for the period mentioned in the provision or necessary for the provision to have effect. (3) To avoid doubt, it is declared that the provisions of the Public Works Act 1902 section 96 do not apply to the railway constructed pursuant to the Agreement. (4) This section does not limit or otherwise affect the application of the Government Agreements Act 1979. [Section 6 amended: No. 10 of 2021 s. 6.] [Pt. 3 has not come into operation.] Schedule 1 — Railway (BBI Rail Aus Pty Ltd) Agreement 2017 [s. 3] 2017 THE STATE OF WESTERN AUSTRALIA and BBI RAIL AUS PTY LTD ABN 44 604 857 392 and TODD PETROLEUM MINING COMPANY LIMITED NZBN 9429040945767 TODD OFFSHORE LIMITED NZBN 9429030115989 TODD MINERALS LIMITED NZBN 9429030762596 RAILWAY (BBI RAIL AUS PTY LTD) AGREEMENT 2017 [Solicitor's details] THIS AGREEMENT is made this 23 day of January 2017 BETWEEN THE HONOURABLE COLIN JAMES BARNETT, MEc., M.L.A., Premier of the State of Western Australia, acting for and on behalf of the said State and its instrumentalities from time to time (hereinafter called "the State") of the first part, BBI RAIL AUS PTY LTD ABN 44 604 857 392 of Level 3, 151 Macquarie Street, Sydney, New South Wales (hereinafter called "the Company" in which term shall be included its successors and permitted assigns) of the second part, and TODD PETROLEUM MINING COMPANY LIMITED NZBN 9429040945767 of Level 15, The Todd Building, 95 Customhouse Quay, Wellington, New Zealand, TODD OFFSHORE LIMITED NZBN 9429030115989 of Level 15, The Todd Building, 95 Customhouse Quay, Wellington, New Zealand and TODD MINERALS LIMITED NZBN 9429030762596 of Level 15, The Todd Building, 95 Customhouse Quay, Wellington, New Zealand (hereinafter each called "Guarantor" and collectively "the Guarantors") of the third part. WHEREAS: A. The Guarantors and the Company are investigating the feasibility of the Company constructing and operating a railway from the PIOP mining area loading point to within the proposed Port of Balla Balla on the Pilbara coast of Western Australia for the transport by the Company of iron ore products to the Port with such railway having an initial design capacity of not less than 50 million tonnes per annum. B. The Company and associated companies are also investigating the feasibility of constructing and operating iron ore train unloading, materials handling, stockpiling and transhipment facilities at the Port with such facilities having an initial design capacity of not less than 50 million tonnes per annum. C. The State for the purposes of promoting development of the iron ore industry and employment opportunity generally in Western Australia and for the purpose of promoting the development of multi‑user infrastructure facilities in the Pilbara region of Western Australia has agreed to assist the development of the abovementioned railway and associated facilities upon and subject to the terms of this Agreement. D. For illustrative purposes and without limiting the terms of this Agreement, the anticipated route and corridor for the railway and associated facilities from the PIOP mining area loading point to the Port is described by the indicative plan in Schedule 1 to this Agreement. NOW THIS AGREEMENT WITNESSES: 1. Definitions In this Agreement subject to the context: "Access Act" means the Railways (Access) Act 1998 (WA); "Access Code" means the Railways (Access) Code 2000 (WA); "Additional Infrastructure" means conveyors, stockpile areas, blending and screening facilities, stackers, re‑claimers and other infrastructure reasonably required for the loading of iron ore products onto the Railway for transport upon the Railway to the Port; "advise", "apply", "approve", "approval", "consent", "certify", "direct", "notice", "notify", "request", or "require", means advise, apply, approve, approval, consent, certify, direct, notice, notify, request or require in writing as the case may be and any inflexion or derivation of any of those words has a corresponding meaning; "approved proposal" means a proposal approved or deemed to be approved under this Agreement; "Australian Consumer Law" means the Competition and Consumer Act 2010 (Cth); "Commonwealth" means the Commonwealth of Australia and includes the Government for the time being thereof; "EP Act" means the Environmental Protection Act 1986 (WA); "Government agreement" has the meaning given in the Government Agreements Act 1979 (WA); "Government agreement product" means iron ore produced, or products derived from the processing of iron ore produced, from mining tenements, or other titles, granted under or pursuant to, or held pursuant to, a Government agreement; "iron ore products" includes iron ore of all grades and all products from the processing of iron ore; "LAA" means the Land Administration Act 1997 (WA); "LAA Minister" means the Minister for Lands, a body corporate under section 7 of the LAA; "Lateral Access Roads" has the meaning given in clause 7(1); "Lateral Access Road Licence" means a miscellaneous licence granted pursuant to clause 14(1)(b) or clause 14(2) as the case may be and according to the requirements of the context describes the area of land from time to time the subject of that licence; "laws relating to native title" means laws applicable from time to time in Western Australia in respect of native title and includes the Native Title Act 1993 (Commonwealth); "local government" means a local government established under the Local Government Act 1995 (WA); "Mining Act" means the Mining Act 1978 (WA); "Minister" means the Minister in the Government of the State for the time being responsible for the administration of the Act to ratify this Agreement and pending the passing of that Act means the Minister for the time being designated in a notice from the State to the Company and includes the successors in office of the Minister; "Minister for Mines" means the Minister in the Government of the State for the time being responsible for the administration of the Mining Act; "month" means calendar month; "Operative Date" has the meaning given to it in clause 3(2); "Pilbara Iron Ore Railways" means each railway constructed under a Government agreement which is located wholly or substantially in one or more of the local government districts of Ashburton, East Pilbara, Port Hedland and Roebourne at the date of this Agreement; "PIOP mining area" means the areas which, at the date of this Agreement, are the subject of Mining Lease 47/1451 and Exploration Licence 47/1560; "PIOP mining area loading point" means the proposed northerly end point of the conveyor system intended to be constructed upon the land the subject of application for Miscellaneous Licence L47/733 and application for Miscellaneous Licence L47/753 by or for the benefit of the PIOP mining area proponent; "PIOP mining area proponent" means one or more project proponents undertaking, or who propose to develop, an iron ore mining project within the PIOP mining area; "Port" means a port comprising the area or substantially the area depicted in Schedule 5 hereto proposed to be described pursuant to section 24 of the Port Authorities Act and constituted as the Port of Balla Balla under the management and control of the Port Authority and following any such establishment shall mean the area comprising that port from time to time; "Port Authorities Act" means the Port Authorities Act 1999 (WA); "Port Authorities Minister" means the Minister in the Government of the State for the time being responsible for the administration of the Port Authorities Act; "Port Authority" means the Pilbara Ports Authority, a body corporate under the Port Authorities Act; "Port Facilities" means the facilities (excluding the Port Railway and associated access roads within the Port Railway Area) within the Port for the unloading of iron ore products from the Railway and for the transport of iron ore products and, with the consent of the Port Authority, other products to a transhipment vessel loading wharf for shipment from the Port; "Port Railway" means that part of the Railway within the Port; "Port Railway Area" means before the grant of the Port Railway Lease that part or those parts (as the case may be) of the Port the subject of a subsisting agreement pursuant to clause 8(1)(a) and after the grant of the Port Railway Lease, that area or those areas (as the case may be) of the Port from time to time the subject of that lease; "Port Railway Lease" means: (a) a lease granted to the Company pursuant to the Port Authorities Act in respect of all or part of the area or areas (as the case may be) comprising the Port Railway Area immediately prior to such grant and which lease provides for the operation and maintenance of the Port Railway, and the use and maintenance of the access roads to be used by the Company in operating and maintaining the Port Railway, within the area or areas (as the case may be) of the Port the subject of that lease and the term of which lease ends at the same time as the Special Railway Licence; and (b) according to the requirements of the context describes the area or areas (as the case may be) from time to time the subject of that lease; "Private Roads" means Lateral Access Roads and the Company's access roads within the Railway Corridor; "Project" means the construction and operation under this Agreement, and in accordance with approved proposals, of the SRL Railway, associated infrastructure within the Railway Corridor including access roads and Additional Infrastructure (if any), and of the Lateral Access Roads; "Rail Safety Act" means the Rail Safety National Law (WA) Act 2015 (WA); "Railway" means a standard gauge heavy haul railway initially from the PIOP mining area loading point to the area on which the Port Facilities are or will be located for the transport of iron ore products to the Port together with all railway track, associated track structures including sidings, turning loops, over or under track structures, supports (including supports for equipment or items associated with the use of a railway) tunnels, bridges, train control systems, signalling systems, switch and other gear, communication systems, electric traction infrastructure, buildings (excluding office buildings, housing and freight centres), workshops and associated plant, machinery and equipment and including rolling stock maintenance facilities, terminal yards, depots, culverts and weigh bridges, which railway is or is to be (as the case may be) the subject of approved proposals under clauses 11 and 12 of this Agreement and includes any expansion or extension thereof outside the Port which is the subject of additional proposals approved in accordance with clause 13 and any expansion or extension thereof within the Port which has been approved under the provisions of the Port Railway Lease; "Railway Corridor" means, prior to the grant of the Special Railway Licence, the land for the route of the SRL Railway, access roads (other than Lateral Access Roads), Additional Infrastructure (if any), temporary accommodation facilities for the railway workforce, water bores and areas from which stone, sand, clay and gravel may be taken, which land is the subject of a subsisting agreement pursuant to clause 7(1) and after the grant of the Special Railway Licence the land from time to time the subject of the Special Railway Licence; "Railway Operation Date" means the date of the first carriage of iron ore products over the initial railway line from the PIOP mining area loading point to the Port Facilities (other than for construction or commissioning purposes); "said State" means the State of Western Australia; "Special Railway Licence" means the miscellaneous licence for railway and, if applicable, other purposes, granted to the Company pursuant to clause 14(1)(a), as varied in accordance with clause 14(8) and according to the requirements of the context describes the area of land from time to time the subject of that licence; "SRL Railway" means that part of the Railway which is or is to be (as the case may be) located outside the Port; "SRL Railway spur line" means a standard gauge heavy haul railway spur line of any length from a mine, or in the vicinity of a mine, in the Pilbara region of the said State connecting to the SRL Railway (and whether to the initial railway line the subject of approved proposals under clauses 11 and 12 or to an expansion or extension thereof which is the subject of additional proposals approved in accordance with clause 13) for the transport of iron ore products upon the Railway to the Port; "SRL Railway spur line Operation Date" means in respect of a SRL Railway spur line, the date of the first carriage of iron ore products over that spur line (other than for construction or commissioning purposes); and "this Agreement", "hereof" and "hereunder" refer to this Agreement, whether in its original form or as from time to time added to, varied or amended. 2. Interpretation (1) In this Agreement: (a) monetary references are references to Australian currency unless otherwise specifically expressed; (b) power given under any clause other than clause 28 to extend any period or date shall be without prejudice to the power of the Minister under clause 28; (c) clause headings do not affect interpretation or construction; (d) words in the singular shall include the plural and words in the plural shall include the singular according to the requirements of the context; (e) one gender includes the other genders; (f) a covenant or agreement by more than one person binds, and is enforceable against, those persons jointly and each of them severally; (g) reference to an Act includes the amendments to that 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; (h) reference to the Access Code includes the amendments to that code for the time being in force and also any code established or made in substitution therefor or in lieu thereof; (i) reference in this Agreement to any other document includes that document as from time to time added to, varied or amended and notwithstanding any change in the identity of the parties; (j) reference to a clause or schedule is a reference to a clause or schedule to this Agreement, and a reference to a subclause or paragraph is a reference to the subclause of the clause or paragraph of the clause or subclause as the case may be in, or in relation to, which the reference is made; (k) "including" means "including, but not limited to"; and (l) reference to a "person" includes a body corporate. (2) Nothing in this Agreement shall be construed to exempt the State or the Company from compliance with or to require the State or the Company to do anything contrary to any law relating to native title or any lawful obligation or requirement imposed on the State or the Company as the case may be pursuant to any law relating to native title. (3) Nothing in this Agreement shall be construed to exempt the Company from compliance with any requirement in connection with the protection of the environment arising out of or incidental to its activities under this Agreement that may be made by or under the EP Act. 3. Ratification and operation (1) This Agreement, other than this clause and clauses 1 and 2, does not come into operation except in accordance with subclause (2). (2) This Agreement, other than this clause and clauses 1 and 2, comes into operation on the day after the date on which it is ratified by an Act of the Parliament of Western Australia (Operative Date) unless, before that day, it terminates under subclause (4). (3) The State must introduce in the Parliament of Western Australia before 30 September 2017, or a later date agreed between the parties to this Agreement, a Bill to ratify this Agreement and must endeavour to secure its passage as an Act. (4) If by 30 March 2018 or such later date agreed between the parties to this Agreement, this Agreement has not been ratified by an Act of the Parliament of Western Australia then, unless the parties otherwise agree, this Agreement terminates on that date and no party hereto will have any claim against any other party hereto with respect to any matter or thing arising out of, done, performed or omitted to be done or performed under this Agreement. 4. Initial obligations of the State (1) The State shall subject to subclause (3) and the adequate protection of the environment (including flora and fauna) and the land affected (including improvements thereon) arrange for the issue of requisite authority under any one or both of (as determined by the State in its discretion): (a) section 91 of the LAA; or (b) section 182 of the LAA, to allow the Company to enter upon Crown land (within the meaning of the LAA and including, if applicable, land the subject of a pastoral lease but excluding land within the Port) to carry out all works to the extent reasonably necessary for the purposes of undertaking its obligations under clause 5(1) (including as applying pursuant to clause 13(2)). (2) For the purposes of paragraph (b) of subclause (1), section 182 of the LAA shall apply as if the Project (including a significant modification, expansion or other variation of it for which proposals are required pursuant to clause 13) is a proposed public work for which the LAA Minister is under that section authorised to take interests in land within the meaning of that section. (3) The Company acknowledges that it shall be responsible for obtaining all consents of each person whose consent the LAA Minister (acting with the concurrence of the Minister in respect of any such Crown land the subject of a Government agreement) requires for the grant of any requisite authority referred to in subclause (1) and in a form and substance acceptable to the LAA Minister. 5. Initial obligations of the Company (1) The Company shall continue field and office geological, geophysical, geotechnical, engineering and environmental investigations and studies and marketing and finance studies and other matters necessary for the purposes of clauses 7 and 8 and to enable it to finalise and to submit to the Minister the detailed proposals referred to in clause 11. (2) The Company shall keep the State fully informed in writing at quarterly intervals from the Operative Date as to the progress and results of its operations under subclause (1) and supply to the Minister such information in relation thereto as the Minister may request from time to time. (3) The Company shall co‑operate with the State and consult with the representatives or officers of the State regarding matters referred to in subclauses (1) and (2) and any other relevant studies in relation to those subclauses that the Minister may wish the Company to undertake. 6. Aboriginal Heritage Act 1972 (WA) For the purposes of this Agreement the Aboriginal Heritage Act 1972 (WA) applies as if it were modified by: (a) the insertion before the full stop at the end of section 18(1) of the words: "and the expression "the Company" means the persons from time to time comprising "the Company" in its capacity as such under the agreement made on or about 23 January 2017 between The Honourable Colin James Barnett, Premier of the State of Western Australia acting for and on behalf of the said State and its instrumentalities from time to time, BBI Rail Aus Pty Ltd ABN 44 604 857 392, Todd Petroleum Mining Company Limited NZBN 9429040945767, Todd Offshore Limited NZBN 9429030115989 and Todd Minerals Limited NZBN 9429030762596, as varied from time to time, in relation to the use or proposed use of land pursuant to that agreement after and in accordance with approved proposals under that agreement and in relation to the use of that land before any such approval of proposals where the Company has the requisite authority to enter upon and so use the land"; (b) the insertion in sections 18(2), 18(4), 18(5) and 18(7) of the words "or the Company as the case may be" after the words "owner of any land"; (c) the insertion in section 18(3) of the words "or the Company as the case may be" after the words "the owner"; (d) the insertion of the following sentences at the end of section 18(3): "In relation to a notice from the Company the conditions that the Minister may specify can as appropriate include, among other conditions, a condition restricting the Company's use of the relevant land to after the approval or deemed approval as the case may be under the abovementioned agreement of all of the Company's submitted initial proposals thereunder for the Project (as defined in the abovementioned agreement), or in the case of additional proposals submitted or to be submitted by the Company to after the approval or deemed approval under that agreement of such additional proposals, and to the extent so approved. "; and (e) the insertion in sections 18(2) and 18(5) of the words "or it as the case may be" after the word "he". The Company acknowledges that nothing in this clause 6 nor the granting of any consents under section 18 of the Aboriginal Heritage Act 1972 (WA) will constitute or is to be construed as constituting the approval of any proposals submitted or to be submitted by the Company under this Agreement or as the grant or promise of land tenure for the purposes of this Agreement. 7. Railway Corridor (1) As soon as practicable during its studies under clause 5, and from time to time during those studies as required by either the Company or the State, the Company shall consult with the Minister to seek the agreement of the Minister as to: (a) where the SRL Railway will begin and end; (b) a route for the SRL Railway and access roads to be within the Railway Corridor and the land required for that route, as well as for Additional Infrastructure (if any), temporary accommodation facilities for the railway workforce, water bores and areas from which stone, sand, clay and gravel may be taken; and (c) the routes of, and the land required for, roads outside the Railway Corridor for access to it to construct the SRL Railway (such roads as agreed being "Lateral Access Roads"). In seeking such agreement, regard shall be had to achieving a balance between engineering matters including costs, the nature and use of any lands concerned and interests therein and the costs of acquiring the land (all of which shall be borne by the Company). The parties acknowledge the intention is for the Company to construct the SRL Railway, and the access roads for the construction and maintenance of the SRL Railway which are to be within the Railway Corridor, along the centreline of the Railway Corridor, subject to changes in that alignment to the extent necessary to avoid heritage, environmental or poor ground conditions that are not identified during preliminary investigation work, and recognise the width of the Railway Corridor must be no more than 500 metres unless otherwise agreed by the Minister having regarding to the need for the Railway Corridor to vary along its route to accommodate associated infrastructure, including access roads, temporary accommodation facilities for the railway workforce, water bores and areas from which stone, sand, clay and gravel may be taken. The provisions of clause 33 shall not apply to this subclause. (2) If the date by which the Company must submit detailed proposals under clause 11(1) is extended or varied by the Minister pursuant to clause 28, any agreement made pursuant to subclause (1) before such date is extended or varied shall, unless the Minister notifies the Company otherwise, be deemed to be at an end and neither party shall have any claim against the other in respect of it. (3) The Company acknowledges that it shall be responsible for liaising with every title holder in respect of the land affected and for obtaining in a form and substance acceptable to the Minister all unconditional and irrevocable consents of each such title holder to, and all statutory consents required in respect of the land affected for: (a) the grant of the Special Railway Licence for the construction, operation and maintenance within the Railway Corridor of the SRL Railway and access roads to be within the Railway Corridor; (b) the grant of Lateral Access Road Licences for the construction, use and maintenance of Lateral Access Roads over the routes for the Lateral Access Roads agreed pursuant to clause 7(1) (including as applying pursuant to clause 13(2)); and (c) the inclusion of additional land in the Special Railway Licence as referred to in clause 14(8), in accordance with this Agreement. For the purposes of this subclause (3), "title holder" means a management body (as defined in the LAA) in respect of any part of the affected land, a person who holds a mining, petroleum or geothermal energy right (as defined in the LAA) in respect of any part of the affected land, a person who holds a lease, licence or easement under the LAA in respect of any part of the affected land, a person who holds any other title granted under or pursuant to a Government agreement in respect of any part of the affected land, a person who holds a lease, licence or easement in respect of any part of the affected land under any other Act applying in the said State and a person in whom any part of the affected land is vested, immediately before the provision of such consents to the Minister as referred to in clause 11(5)(b) (including as applying pursuant to clause 13(2)). 8. Port Railway and Port Facilities (1) As soon as practicable during its studies under clause 5, and from time to time during those studies as required by either the Company or the State, the Company shall consult with the Minister to seek the agreement of the Minister (acting with the concurrence of the Port Authorities Minister) as to: (a) the area or areas (as the case may be) of the Port within which the Port Railway and the access roads to be used by the Company in constructing, operating and maintaining the Port Railway are to be constructed; and (b) the nature and characteristics of the Port Railway, including a design capacity which enables the transport of not less than 50 million tonnes of iron ore products per annum over the Port Railway. In considering the matters in paragraphs (a) and (b) above, the Minister (and the Port Authorities Minister) may have regard to the proposed nature and characteristics of the proposed Port Facilities and the Minister (acting with the concurrence of the Port Authorities Minister) may make his agreement as to one or more of those matters conditional upon the Port Facilities having a specified nature and specified characteristics, including a specified transhipment design capacity of not less than 50 million tonnes per annum. (2) If the date by which the Company must submit detailed proposals under clause 11(1) is extended or varied by the Minister pursuant to clause 28, any agreement made pursuant to subclause (1) before such date is extended or varied shall, unless the Minister notifies the Company otherwise, be deemed to be at an end and neither party shall have any claim against the other in respect of it. (3) Notwithstanding any agreement (including for the avoidance of doubt pursuant to clauses 7(1) or 8(1)), representation or understanding between the Company or a Guarantor and any one or more of the State, the Minister, the Port Authorities Minister or the Port Authority in connection with the establishment of the Port as a port under the Port Authorities Act, none of the State, the Minister, the Port Authorities Minister or the Port Authority: (a) has any obligation, whether under this Agreement or otherwise, to cause or ensure the establishment of the Port as a port under the Port Authorities Act is pursued, completed or completed without delay; or (b) is liable to any person (including the Company, a Guarantor or the PIOP mining area proponent) for any loss or damage of any kind whatsoever and howsoever arising out of or in connection with the failure of the Port to be so established. (4) Nothing in this Agreement, including any agreement between the Company and the Minister pursuant to subclause (1), shall be construed to oblige the State or any Minister in the Government of the said State to cause the grant to the Company or any other person (whether for the initial Project or as expanded from time to time) of tenure or other rights including the Port Railway Lease. (5) The provisions of clause 33 shall not apply to this clause. 9. Community development plan (1) In this clause, the term "community and social benefits" includes: (a) assistance with skills development and training opportunities to promote work readiness and employment for persons living in the Pilbara region of the said State; (b) training and guaranteed employment for indigenous and non‑indigenous persons living in the Pilbara region of the said State; (c) regional development activities in the Pilbara region of the said State, including partnerships and sponsorships and local procurement of goods and services; (d) contribution to any community projects, town services or facilities; and (e) a regionally based workforce. (2) The Company acknowledges the need for community and social benefits flowing from this Agreement. (3) The Company agrees that, prior to the time at which it submits any proposals pursuant to clause 11, and, if required by the Minister, prior to the time at which it submits any additional proposals pursuant to clause 13, it shall: (a) prepare a plan which describes the Company's proposed strategies for achieving community and social benefits in connection with the developments proposed; and (b) submit to the Minister the plan prepared pursuant to subclause (3)(a) and confer with the Minister in respect of the plan. (4) The Minister shall within one month after receipt of a plan submitted under subclause (3)(b), either notify the Company that the Minister approves the plan as submitted or notify the Company of changes which the Minister requires be made to the plan. If the Company is unwilling to accept the changes which the Minister requires it shall notify the Minister to that effect and either party may refer to arbitration hereunder the question of the reasonableness of the changes required by the Minister. (5) The effect of an award made on an arbitration pursuant to subclause (4) shall be that the plan submitted by the Company pursuant to subclause (3)(b) shall, with such changes required by the Minister under subclause (4) as the arbitrator determines to be reasonable (with or without modification by the arbitrator), be deemed to be the plan approved by the Minister under this clause. (6) During the currency of this Agreement, the Company shall implement the plan approved or deemed to be approved by the Minister under this clause. (7) The Company shall at least annually report to the Minister about the Company's implementation of the plan approved or deemed to be approved by the Minister under this clause. (8) At the request of either of them made at any time and from time to time, the Minister and the Company shall confer as to any amendments desired to any plan approved or deemed to be approved by the Minister under this clause and may agree to amendment of the plan or adoption of a new plan. Any such amended plan or new plan will be deemed to be the plan approved by the Minister under this clause. 10. Local industry participation plan (1) In this clause, the term "local industry participation benefits" means: (a) the use and training of labour available within the said State; (b) the use of the services of engineers, surveyors, architects and other professional consultants, experts, specialists, project managers and contractors available within the said State; and (c) the procurement of works, materials, plant, equipment and supplies from Western Australian suppliers, manufacturers and contractors. (2) The Company acknowledges the need for local industry participation benefits flowing from this Agreement. (3) The Company agrees that within 3 months after the Operative Date it shall prepare and provide to the Minister a plan which contains in connection with the development proposed or to be proposed as the case may be pursuant to clause 11: (a) a clear statement on the strategies which the Company will use, and require a third party as referred to in clause 19(2) to use, to maximise the uses and procurement referred to in subclause (1); (b) detailed information on the procurement practices the Company will adopt, and require a third party as referred to in clause 19(2) to adopt, in calling for tenders and letting contracts for works, materials, plant, equipment and supplies and how such practices will provide fair and reasonable opportunity for suitably qualified Western Australian suppliers, manufacturers and contractors to tender or quote for works, materials, plant, equipment and supplies; (c) detailed information on the methods the Company will use, and require a third party as referred to in clause 19(2) to use, to have their respective procurement officers promptly introduced to Western Australian suppliers, manufacturers and contractors seeking such introduction; and (d) details of the communication strategies the Company will use, and require a third party as referred to in clause 19(2) to use, to alert Western Australian engineers, surveyors, architects and other professional consultants, experts, specialists, project managers and consultants and Western Australian suppliers, manufacturers and contractors to services opportunities and procurement opportunities respectively as referred to in subclause (1). It is acknowledged by the Company that the strategies of the Company referred to in subclause (3)(a) will include strategies of the Company in relation to supply of services, labour, works, materials, plant, equipment or supplies for the purposes of this Agreement. (4) During the currency of this Agreement the Company shall implement the plan provided under this clause. (5) At the request of either of them made at any time and from time to time, the Minister and the Company shall confer as to any amendments desired to any plan provided under this clause and may agree to the amendment of the plan or the provision of a new plan in substitution for the one previously provided. (6) The provisions of subclauses (3) and (4) shall apply mutatis mutandis to any development proposed or to be proposed as the case may be pursuant to clause 13 (unless the Minister otherwise requires) but with any required plan to be submitted by no later than the giving of notice by the Company under clause 13(1). 11. Company to submit proposals (1) The Company shall, subject to the EP Act, the provisions of this Agreement, agreement at that time subsisting in respect of the matters required to be agreed pursuant to clauses 7(1) and 8(1), approval of a plan as referred to in clause 9, provision of a plan as referred to in clause 10 and, unless otherwise agreed with the State during the currency of this Agreement, the establishment of the Port under the Port Authorities Act, submit to the Minister by 31 March 2019 to the fullest extent reasonably practicable its detailed proposals (including plans where practicable and specifications where reasonably required by the Minister and any other details normally required by a local government in whose area any works are to be situated) with respect to the undertaking of the Project, which proposals shall include the location, area, layout, design, materials and time program for the commencement and completion of construction or the provision (as the case may be) of each of the following matters: (a) the SRL Railway including fencing (if any) and crossing places within the Railway Corridor and the matters referred to in subclause (2)(a); (b) Additional Infrastructure (if any) to be constructed within the Railway Corridor; (c) temporary accommodation and ancillary temporary facilities for the railway construction workforce on, or in the vicinity of, the Railway Corridor; (d) water supply; (e) energy supplies; (f) telecommunications; (g) access roads within the Railway Corridor and Lateral Access Roads both along the routes for those roads agreed between the Minister and the Company pursuant to clause 7(1); (h) use of local labour, professional services, manufacturers, suppliers, contractors and materials and measures to be taken with respect to the engagement and training of employees by the Company, its agents and contractors; and (i) any other works, services or facilities desired by the Company. (2) (a) Proposals as to the matters specified in subclause (1)(a) must provide for the SRL Railway to have: (i) a design capacity which enables the transport of not less than 50 million tonnes of iron ore products per annum over the SRL Railway; and (ii) a railway track configuration which enables: (A) rail operations of the kind carried out on the Pilbara Iron Ore Railways to be carried out on the Railway, and vice versa; and (B) connection of the SRL Railway outside the Port to any one or more of the Pilbara Iron Ore Railways. (b) Proposals pursuant to subclause (1) must specify the matters agreed for the purpose pursuant to clauses 7(1) and must not be contrary to or inconsistent with such agreed matters. (3) Each of the proposals pursuant to subclause (1) may with the approval of the Minister, or must if so required by the Minister, be submitted separately and in any order as to the matter or matters mentioned in one or more of paragraphs (a) to (i) of subclause (1), and until all of its proposals under this clause have been approved, the Company may withdraw and may resubmit any proposal but the withdrawal of any proposal shall not affect the obligations of the Company to submit a proposal under this clause in respect of the subject matter of the withdrawn proposal. (4) The Company shall, whenever any of the following matters referred to in this subclause are proposed by the Company (whether before or during the submission of proposals under this clause), submit to the Minister details of any services (including any elements of the project investigations, design and management) and any works, materials, plant, equipment and supplies that it proposes to consider obtaining from or having carried out or permitting to be obtained from or carried out outside Australia, together with its reasons therefor and shall, if required by the Minister consult with the Minister with respect thereto. (5) At the time when the Company submits the last of the said proposals pursuant to this clause, it shall: (a) furnish to the Minister's reasonable satisfaction evidence of: (i) the financial capability of the Company to undertake the operations to which the said proposals refer; (ii) all accreditations under the Rail Safety Act which are required to be held by the Company or any other person for the construction of the SRL Railway; (iii) the Company having a binding agreement or agreements with the PIOP mining area proponent or proponents (as the case may be) for the transport by the Company upon the Railway to the Port, for not less than 20 years from the Railway Operation Date, of not less than 25 million tonnes in aggregate per annum, commencing from the Railway Operation Date, of iron ore produced, or products derived from iron ore produced by such proponent or proponents, after the date of this Agreement from a project or projects (as the case may be) within the PIOP mining area, which agreement may be conditional upon the grant of the Port Railway Lease and the Special Railway Licence; (iv) the PIOP mining area proponent(s) being ready to embark upon and to proceed to carry out its or their abovementioned project or projects (as the case may be) in a timeframe consistent with the commencement of the undertaking of the Project, including: (A) evidence of there being in place a binding agreement or agreements which assures to such proponent or proponents access as and when required to capacity within the Port for the handling at and shipment from the Port of iron ore products that may be transported upon the Railway under the agreement referred to in paragraph (a)(iii) above, which agreement or agreements may be conditional upon the grant of the Port Railway Lease and the Special Railway Licence; (B) evidence that both Miscellaneous Licence L47/733 and Miscellaneous Licence L47/753 have been granted and remain in force and of any consents required to pass over any Pilbara Iron Ore Railway in order to transport iron ore to the PIOP mining area loading point, which consents may be conditional upon the grant of the Special Railway Licence; and (C) if the PIOP mining area proponent(s) is not the owner of the proposed conveyor to the PIOP loading point, having in place a binding agreement for the transport of iron ore products to the PIOP mining area loading point, which agreement may be conditional upon the grant of the Special Railway Licence; (v) the capacity within the Port as referred to in paragraph (a)(iv)(A) above being available over the term of this Agreement and in a timeframe consistent with the commencement and undertaking of the Project; (vi) all other arrangements and agreements the Company has at that time made or proposes to make in respect of access (as defined in clause 16) to the Railway or in respect of transport of any iron ore products over the Railway; (vii) the readiness of the Company to embark upon and proceed to carry out the operations referred to in the said proposals; and (viii) the Company holding, or the readiness of relevant authorities and agencies to grant, upon the Minister's approval of the Company's proposals, all approvals, consents, licences or other rights required to implement the proposals; (b) furnish to the Minister the written consents referred to in clause 7(3)(a) and 7(3)(b); and (c) furnish to the Minister's reasonable satisfaction evidence that the Company and the Port Authority have entered into a binding agreement for the grant to the Company of the Port Railway Lease, which agreement may be conditional upon the grant of the Special Railway Licence and which shall provide that the term of the Port Railway Lease will commence within 3 months after construction of the Port Railway. 12. Consideration of proposals (1) In respect of each proposal pursuant to clause 11(1) the Minister shall, subject to the EP Act: (a) approve of the proposal without qualification or reservation; or (b) defer consideration of or decision upon the same until such time as the Company submits a further proposal or proposals in respect of some other of the matters mentioned in clause 11(1) not covered by the said proposal or until such time as clause 11(5) has been complied with by the Company; or (c) require as a condition precedent to the giving of his approval to the said proposal, that the Company make such alteration thereto or comply with such conditions in respect thereto as he (having regard to the circumstances, including the overall development of and the use by others as well as the Company of all or any of the facilities proposed to be provided) thinks reasonable and in such a case the Minister shall disclose his reasons for such conditions, PROVIDED ALWAYS that: (d) where implementation of any proposals hereunder have been approved pursuant to the EP Act subject to conditions or procedures, any approval or decision of the Minister under this clause shall if the case so requires incorporate a requirement that the Company make such alterations to the proposals as may be necessary to make them accord with those conditions or procedures; and (e) the Minister shall not consider a purported proposal or proposals (as the case may be) if the Minister is of the opinion that the purported proposal or proposals does not or do not (as the case may be) comply with clause 11 or this Agreement generally and in such circumstances: (i) this subclause (1) (other than this paragraph (e)) and subclause (2) shall not apply to the purported proposal or proposals; (ii) subject to this Agreement, the Minister shall afford the Company full opportunity to consult with him and should it so desire to submit a new or revised proposal or proposals either generally or in respect to some particular matter; and (iii) the Minister's opinion is not subject to arbitration under clause 33. (2) Subject to subclause (1), the Minister shall within 2 months after the later of: (a) receipt of proposals pursuant to clause 11(1); (b) where the proposals are to be assessed under Part IV of the EP Act, service on the Minister of an authority under section 45(7) of the EP Act; and (c) where a proposal will or may require the State to do any act which affects any native title rights and interests, completion of all processes required by laws relating to native title to be undertaken by the State before that act may be done by the State, give notice to the Company of his decision in respect to the proposals. (3) If the decision of the Minister is as mentioned in either of paragraphs (b) or (c) of subclause (1) the Minister shall afford the Company full opportunity to consult with him and should it so desire to submit new or revised proposals either generally or in respect to some particular matter. (4) If the decision of the Minister is as mentioned in either of paragraphs (b) or (c) of subclause (1) and the Company considers that the decision is unreasonable, the Company within 2 months after receipt of the notice mentioned in subclause (2) may elect to refer to arbitration in the manner hereinafter provided the question of the reasonableness of the decision PROVIDED THAT any requirement of the Minister pursuant to the proviso to subclause (1) shall not be referable to arbitration hereunder. (5) An award made on an arbitration pursuant to subclause (4) shall have force and effect as follows: (a) if by the award the dispute is decided against the Company then unless the Company within 3 months after delivery of the award gives notice to the Minister of its acceptance of the award, this Agreement shall on the expiration of that period of 3 months cease and determine; or (b) if by the award the dispute is decided in favour of the Company the decision shall 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. (6) Notwithstanding any provision of this Agreement (other than clause 28) or that any matter required to be agreed pursuant to clauses 7(1) and 8(1) has not been agreed, or that the plan required to be approved pursuant to clause 9 has not been approved, or that the plan required to be provided pursuant to clause 10 has not been provided, or that the Port has not been established under the Port Authorities Act, or that under this clause any proposals of the Company are approved by the Minister or determined by arbitration award, unless each and every proposal and matter required pursuant to clause 11 is so approved or determined by 1 October 2019, then without limiting the provisions of clause 30: (a) subject to paragraph (b), the Minister may give the Company 12 months' notice of intention to determine this Agreement and unless before the expiration of the said 12 month notice period all the detailed proposals and matters are so approved or determined, this Agreement shall on the expiration of that period cease and determine; or (b) if the State has determined or determines that the Port (or part thereof) will not be established or completed for any reason whatsoever and the Company's right to submit proposals pursuant to clause 11 is still subject to such establishment having first occurred, the Minister may give the Company notice of intention to determine this Agreement immediately and this Agreement shall cease and determine on the date the notice is given to the Company. (7) Subject to and in accordance with the EP Act and any approvals and licences required under that Act the Company shall implement the approved proposals in accordance with the terms thereof. (8) Notwithstanding clause 26, the Minister may during the implementation of approved proposals approve variations to those proposals. (9) The Minister may extend the periods set forth in clause 11(1) and subclause (6) of this clause (in addition to any extension granted under clauses 27 and 28) upon request of the Company for such reasonable period or periods as the Minister considers appropriate to enable the Company to comply with laws relating to native title. 13. Expansion of Project outside the Port (1) If the Company at any time during the currency of this Agreement desires to construct outside the Port a SRL Railway spur line, Additional Infrastructure or otherwise desires to significantly modify, expand or otherwise vary its activities that are the subject of this Agreement and that may be carried on by it pursuant to this Agreement beyond those activities specified in any approved proposals, it shall give notice of such desire to the Minister and furnish to the Minister with that notice: (a) an outline of its proposals in respect thereto (including such matters mentioned in clause 11(1) as are relevant or as the Minister otherwise requires); (b) in the case of the proposed construction of a SRL Railway spur line, the proposed design capacity of such spur line; (c) the expected consequent increase in the capacity of the Railway or part of it (as the case may be), as a result of the construction of the spur line or other modification, expansion or variation of the Company's activities (as the case may be); and (d) to the Minister's reasonable satisfaction evidence that capacity within the Port, and access for the Company to such capacity, will be available over the remaining term of this Agreement, and in a timeframe consistent with the commencement and completion of the construction of the spur line or other modification, expansion or variation of the Company's activities (as the case may be), for the handling at and shipment from it of the additional tonnages of iron ore products that may be transported upon the Railway to the Port as a result of the expected consequent increase in the capacity of the Railway or part of it (as the case may be). (2) The Minister shall within one month of receipt of such notice advise the Company whether or not he approves in‑principle the proposed construction of such spur line, Additional Infrastructure (if any) or other modification, expansion or variation of the Company's activities (as the case may be) or whether he requires the proposal to be modified (in which case, subclause (1) shall mutatis mutandis apply to such modified proposal). If the Minister gives in‑principle approval the Company may (but not otherwise) submit detailed proposals in respect thereof provided that the provisions of clauses 4, 5, 7 (in respect of any proposed spur line), 9 and 10 shall mutatis mutandis apply prior to submission of detailed proposals in respect thereof. (3) Subject to the EP Act, the provisions of this Agreement and agreement at that time subsisting in respect of any matters required to be agreed pursuant to clause 7(1) (as referred to in subclause (2)), approval of a plan as referred to in clause 9 and provision of a plan as referred to in clause 10 (in each case if the Minister so requires), the Company shall submit to the Minister within a reasonable timeframe, as determined by the Minister after receipt of the notice referred to in subclause (1) (or in the case of a notice referred to in subclause (2), the giving of the Minister's in‑principle approval as referred to in that subclause), detailed proposals in respect of the proposed construction of such spur line, Additional Infrastructure (if any) or the other proposed modification, expansion or variation of its activities (as the case may be) including such of the matters mentioned in clause 11(1) as the Minister may require. (4) The provisions of clause 11 (other than subclause (2)(a)(i), 5(a)(iii), 5(a)(iv), 5(a)(v) and 5(c)) and with the reference in subclause (5)(b) to clause 7(3)(a) being read as a reference to clause 7(3)(c)) and clause 12 (other than subclauses (5)(a), (6), (7) and (9) of clause 12) shall mutatis mutandis apply to detailed proposals submitted pursuant to this clause provided that the Company may withdraw such proposals at any time before approval thereof or, where any decision of the Minister in respect thereof is referred to arbitration, within 3 months after the award by notice to the Minister that it shall not be proceeding with the same. Subject to and in accordance with the EP Act and any approvals or licences required under that Act, the Company shall implement approved proposals pursuant to this clause in accordance with the terms thereof. 14. Grant of Tenure (1) On application made by the Company to the Minister in such manner as the Minister may determine, not later than 3 months after all its proposals submitted pursuant to clause 11(1) have been approved or deemed to be approved and the Company has complied with the provisions of clause 11(5), the State, notwithstanding the Mining Act, shall cause to be granted to the Company: (a) a miscellaneous licence to conduct within the Railway Corridor and in accordance with its approved proposals all activities (including the taking of stone, sand, clay and gravel, the provision of temporary accommodation facilities for the railway workforce and, subject to the Rights in Water and Irrigation Act 1914 (WA), the operation of water bores) necessary for the planning, design, construction, commissioning, operation and maintenance within the Railway Corridor of the SRL Railway, Additional Infrastructure (if any) and access roads ("the Special Railway Licence"), such licence to be granted under and subject to, except as otherwise provided in this Agreement, the Mining Act in the form of Schedule 2 hereto and subject to such terms and conditions as the Minister for Mines may from time to time consider reasonable and at a rental calculated in accordance with the Mining Act: (i) prior to the Railway Operation Date, as if the width of the Railway Corridor were 100 metres; and (ii) on and from the Railway Operation Date, at the rentals from time to time prescribed under the Mining Act; and (b) a miscellaneous licence or licences to allow the construction, use and maintenance of Lateral Access Roads within the routes agreed for those Lateral Access Roads under clause 7(1) (each a "Lateral Access Road Licence"), each such licence to be granted under and subject to, except as otherwise provided in this Agreement, the Mining Act in the form of Schedule 3 hereto and subject to such terms and conditions as the Minister for Mines may from time to time consider reasonable and at the rentals from time to time prescribed under the Mining Act. (2) On application made by the Company to the Minister in such manner as the Minister may determine, not later than 3 months after its proposals submitted pursuant to clause 13(2) for the construction of Lateral Access Roads for access to the Railway Corridor to construct a SRL Railway spur line have been approved or deemed to be approved and the Company has complied with the provisions of clause 11(5)(b) (as applying pursuant to clause 13(4)), the State notwithstanding the Mining Act shall cause to be granted to the Company a miscellaneous licence or licences to allow the construction, use and maintenance of Lateral Access Roads within the routes agreed for those Lateral Access Roads under clause 7(1) (as applying pursuant to clause 13(2) (each a "Lateral Access Road Licence"), each such licence to be granted under and subject to, except as otherwise provided in this Agreement, the Mining Act in the form of Schedule 4 hereto and subject to such terms and conditions as the Minister for Mines may from time to time consider reasonable and at the rentals from time to time prescribed under the Mining Act. (3) Subject to the performance by the Company of its obligations under this Agreement and the Mining Act and notwithstanding any provisions of the Mining Act to the contrary, the term of the Special Railway Licence shall be for a period of 20 years commencing on the date of grant thereof (subject to sooner determination thereof upon the determination of this Agreement) with the right as provided herein for the Company to take during the currency of this Agreement 2 successive renewals each of 10 years (subject to sooner determination thereof upon the determination of this Agreement) upon the same terms and conditions PROVIDED THAT the Minister is satisfied that the SRL Railway is, at the date of the relevant renewal, operational and being used to transport iron ore products to the Port. The Company may exercise its right to renew the term of the Special Railway Licence as provided herein by making application for such renewal not later than 6 months before the expiration of the then current term of the Special Railway Licence. (4) Notwithstanding the Mining Act, the term of any Lateral Access Road Licence shall, subject to the sooner determination thereof on the cessation or sooner determination of this Agreement, be for a period of 5 years commencing on the date of grant thereof. (5) Notwithstanding the Mining Act, and except as required to do so by the terms of the Special Railway Licence, the Company shall not be entitled to surrender the Special Railway Licence or any Lateral Access Road Licence or any part or parts of them without the prior consent of the Minister. (6) (a) The Company may in accordance with approved proposals take stone, sand, clay and gravel from the Railway Corridor (including any area of land included in the Special Railway Licence pursuant to subclause (8)) for the construction, operation and maintenance of the SRL Railway (including any SRL Railway spur line constructed within or approved for construction within the Railway Corridor). (b) Notwithstanding the Mining Act, no royalty shall be payable under the Mining Act in respect of stone, sand, clay and gravel which the Company is permitted by subclause (6)(a) to obtain from the land the subject of the Special Railway Licence. (7) For the purposes of this Agreement and without limiting the operation of the other subclauses of this clause, the application of the Mining Act and the regulations made thereunder are specifically modified; (a) in section 91(1) by: (i) deleting "the mining registrar or the warden, in accordance with section 42 (as read with section 92)" and substituting "the Minister"; (ii) deleting "any person" and substituting "the Company (as defined in the agreement made on or about 23 January 2017 between The Honourable Colin James Barnett, Premier of the State of Western Australia acting for and on behalf of the said State and its instrumentalities from time to time, BBI Rail Aus Pty Ltd ABN 44 604 857 392, Todd Petroleum Mining Company Limited NZBN 9429040945767, Todd Offshore Limited NZBN 9429030115989 and Todd Minerals Limited NZBN 9429030762596, as varied from time to time)"; and (iii) deleting "for any one or more of the purposes prescribed" and substituting "for the purpose specified in clause 14(1)(a), clause 14(1)(b) or clause 14(2), of the agreement made on or about 23 January 2017 between The Honourable Colin James Barnett, Premier of the State of Western Australia acting for and on behalf of the said State and its instrumentalities from time to time, BBI Rail Aus Pty Ltd ABN 44 604 857 392, Todd Petroleum Mining Company Limited NZBN 9429040945767, Todd Offshore Limited NZBN 9429030115989 and Todd Minerals Limited NZBN 9429030762596, as varied from time to time"; (b) in section 91(3)(a), by deleting "prescribed form" and substituting "form required by the agreement made on or about 23 January 2017 between The Honourable Colin James Barnett, Premier of the State of Western Australia acting for and on behalf of the said State and its instrumentalities from time to time, BBI Rail Aus Pty Ltd ABN 44 604 857 392, Todd Petroleum Mining Company Limited NZBN 9429040945767, Todd Offshore Limited NZBN 9429030115989 and Todd Minerals Limited NZBN 9429030762596, as varied from time to time"; (c) by deleting sections 91(6), 91(9), 91(10) and 91B; (d) in section 92 by: (i) deleting "Sections 41, 42, 44, 46, 46A, 47 and 52 apply," and inserting "Section 46A (excluding in subsection (2)(a) "the mining registrar, the warden or") applies,"; and (ii) deleting "in those provisions" and inserting "in that provision"; (e) by deleting the full stop at the end of the section 94(1) and inserting, "except to the extent otherwise provided in, or to the extent that such terms and conditions are inconsistent with, the agreement made on or about 23 January 2017 between The Honourable Colin James Barnett, Premier of the State of Western Australia acting for and on behalf of the said State and its instrumentalities from time to time, BBI Rail Aus Pty Ltd ABN 44 604 857 392, Todd Petroleum Mining Company Limited NZBN 9429040945767, Todd Offshore Limited NZBN 9429030115989 and Todd Minerals Limited NZBN 9429030762596, as varied from time to time."; (f) by deleting sections 94(2), (3) and (4); (g) in section 96(1), by inserting after "miscellaneous licence" the words "(not being a miscellaneous licence granted pursuant to the agreement made on or about 23 January 2017 between The Honourable Colin James Barnett, Premier of the State of Western Australia acting for and on behalf of the said State and its instrumentalities from time to time, BBI Rail Aus Pty Ltd ABN 44 604 857 392, Todd Petroleum Mining Company Limited NZBN 9429040945767, Todd Offshore Limited NZBN 9429030115989 and Todd Minerals Limited NZBN 9429030762596, as varied from time to time)"; (h) by deleting mining regulations 37(2), 37(3), 42 and 42A; and (i) by inserting at the beginning of mining regulations 41(c) and (f) the words "subject to the agreement made on or about 23 January 2017 between The Honourable Colin Jame