Termination of Principal Agreement. (1) Subject to this clause, the Principal Agreement is hereby terminated with effect on and from the Operative Date and, except as otherwise provided in this Agreement, neither the State nor the Joint Venturers shall have any claim against the other with respect to any matter or thing in or arising out of the Principal Agreement. (2) Notwithstanding subclause (1) the Joint Venturers shall remain liable for any antecedent breach or default under the Principal Agreement and in respect of any indemnity given under the Principal Agreement. (3) Notwithstanding subclause (1) the Guarantor shall remain liable in respect of any guarantee given under the Principal Agreement in relation to any antecedent breach or default by Diamond Resources (Fitzroy) Pty Ltd or Diamond Resources (Canning) Pty Ltd under the Principal Agreement. (4) On and from the Operative Date: (a) each Petroleum Title shall continue in force only under and, except as provided in this subclause, subject to the provisions of the Petroleum Act and, for the avoidance of doubt, each Petroleum Title shall cease to have the benefit of the rights and privileges conferred by, and be subject to the obligations or restrictions imposed by, the Principal Agreement; (b) any modification of the Petroleum Act made by the Principal Agreement in relation to a Petroleum Title shall cease to apply and each Petroleum Title shall continue in force under and subject to the Petroleum Act for the balance of its term as extended in accordance with paragraphs (c) and (d) below; (c) the State shall cause the Petroleum Minister to enter as soon as reasonably practicable a memorial in the register referred to in section 70 of the Petroleum Act recording that Petroleum Titles EP 371, EP428, EP431 and EP 436 shall continue in force until 30 July 2023 and the year end for each work requirement relating to these titles shall be suspended and extended for the additional period of 4 years and such extension of the term of the titles and variation of work requirements shall be effective for all purposes on and from the date of entry of the memorial in the register; (d) the State shall cause the Petroleum Minister to enter as soon as reasonably practicable a memorial in the register referred to in section 70 of the Petroleum Act recording that Petroleum Title EP 391 shall continue in force until 31 January 2024 and the year end for each work requirement relating to this title shall be suspended and extended for the additional period of 4 years and such extension of the term of the title and variation of work requirement shall be effective for all purposes on and from the date of entry of the memorial in the register; (e) in relation to the STP‑LNA‑0006 declaration of location over the Valhalla‑Asgard Field affecting Petroleum Title EP371 the period in which application may be made for a retention lease under section 48A of the Petroleum Act or a production licence under section 50 of the Petroleum Act shall end on 30 June 2021; and (f) for the avoidance of doubt, clauses 39 and 45 of the Principal Agreement will not survive termination of the Principal Agreement. (5) On and from the Operative Date the Joint Venturers will indemnify and keep indemnified the State and the State's employees, agents and contractors in respect of all actions, suits, claims, demands or costs of third parties arising out of or in connection with any work carried out by the Joint Venturers pursuant to the Principal Agreement or relating to its operations under the Principal Agreement or arising out of or in connection with the construction, maintenance or use by the Joint Venturers or their employees, agents, contractors, assignees or sublessees of the Joint Venturers' works or services the subject of the Principal Agreement. This indemnity shall remain in force for a period ending on the date which is 20 years after the Operative Date.
Appears in 4 contracts
Samples: Natural Gas (Canning Basin Joint Venture) Agreement, Natural Gas (Canning Basin Joint Venture) Agreement, Natural Gas (Canning Basin Joint Venture) Agreement
Termination of Principal Agreement. (1) Subject to this clause, the Principal Agreement is hereby terminated 3 with effect on and from the Operative Date and, except as otherwise 4 provided in this Agreement, neither the State nor the Joint Venturers 5 shall have any claim against the other with respect to any matter or 6 thing in or arising out of the Principal Agreement.. 7
(2) Notwithstanding subclause (1) the Joint Venturers shall remain liable 8 for any antecedent breach or default under the Principal Agreement 9 and in respect of any indemnity given under the Principal Agreement.. 10
(3) Notwithstanding subclause (1) the Guarantor shall remain liable in 11 respect of any guarantee given under the Principal Agreement in 12 relation to any antecedent breach or default by Diamond Resources 13 (Fitzroy) Pty Ltd or Diamond Resources (Canning) Pty Ltd under the 14 Principal Agreement.. 15
(4) On and from the Operative Date:: 16
(a) each Petroleum Title shall continue in force only under and, 17 except as provided in this subclause, subject to the provisions 18 of the Petroleum Act and, for the avoidance of doubt, each 19 Petroleum Title shall cease to have the benefit of the rights 20 and privileges conferred by, and be subject to the obligations 21 or restrictions imposed by, the Principal Agreement;; 22
(b) any modification of the Petroleum Act made by the Principal 23 Agreement in relation to a Petroleum Title shall cease to 24 apply and each Petroleum Title shall continue in force under 25 and subject to the Petroleum Act for the balance of its term as 26 extended in accordance with paragraphs (c) and (d) below;; 27
(c) the State shall cause the Petroleum Minister to enter as soon 28 as reasonably practicable a memorial in the register referred 29 to in section 70 of the Petroleum Act recording that 30 Petroleum Titles EP 371, EP428, EP431 and EP 436 shall 31 continue in force until 30 July 2023 and the year end for each 32 work requirement relating to these titles shall be suspended 33 and extended for the additional period of 4 years and such 34 extension of the term of the titles and variation of work 35 requirements shall be effective for all purposes on and from 36 the date of entry of the memorial in the register;; page 8 Natural Gas (Canning Basin Joint Venture) Agreement (Termination) Bill 2017
(d) the State shall cause the Petroleum Minister to enter as soon 2 as reasonably practicable a memorial in the register referred 3 to in section 70 of the Petroleum Act recording that 4 Petroleum Title EP 391 shall continue in force until 5 31 January 2024 and the year end for each work requirement 6 relating to this title shall be suspended and extended for the 7 additional period of 4 years and such extension of the term of 8 the title and variation of work requirement shall be effective 9 for all purposes on and from the date of entry of the memorial 10 in the register;; 11
(e) in relation to the STP‑LNA‑0006 STP-LNA-0006 declaration of location over 12 the Valhalla‑Asgard Valhalla-Asgard Field affecting Petroleum Title EP371 13 the period in which application may be made for a retention 14 lease under section 48A of the Petroleum Act or a production 15 licence under section 50 of the Petroleum Act shall end on 16 30 June 2021; and
and 17 (f) for the avoidance of doubt, clauses 39 and 45 of the Principal 18 Agreement will not survive termination of the Principal 19 Agreement.. 20
(5) On and from the Operative Date the Joint Venturers will indemnify 21 and keep indemnified the State and the State's employees, agents and 22 contractors in respect of all actions, suits, claims, demands or costs of 23 third parties arising out of or in connection with any work carried out 24 by the Joint Venturers pursuant to the Principal Agreement or relating 25 to its operations under the Principal Agreement or arising out of or in 26 connection with the construction, maintenance or use by the Joint 27 Venturers or their employees, agents, contractors, assignees or 28 sublessees of the Joint Venturers' works or services the subject of the 29 Principal Agreement. This indemnity shall remain in force for a 30 period ending on the date which is 20 years after the Operative Date.. 31
Appears in 1 contract
Samples: Natural Gas (Canning Basin Joint Venture) Agreement (Termination) Bill 2017
Termination of Principal Agreement. (1) Subject to this clausesubclauses (3) and (4)(a), the Principal Agreement is hereby terminated with effect on and from the Operative Date and, except as otherwise provided in this Agreement, neither the State nor the Joint Venturers Company shall have any claim against the other with respect to any matter or thing in or arising out of the Principal Agreement.
(2) With effect on and from the Operative Date the Company is released from its obligations under clauses 3.2(a) and 3.2(b) of the Deed of Covenant and, except as otherwise provided in this Agreement, the State shall not have any claim against the Company in respect of the performance of those obligations by the Company under the Deed of Covenant.
(3) Notwithstanding subclause subclauses (1) and (2) the Joint Venturers Company shall remain liable for any antecedent breach or default under the Principal Agreement or under the Deed of Covenant and in respect of any indemnity given under the Principal Agreement.
(3) Notwithstanding subclause (1) the Guarantor shall remain liable in respect of any guarantee given under the Principal Agreement in relation to any antecedent breach or default by Diamond Resources (Fitzroy) Pty Ltd or Diamond Resources (Canning) Pty Ltd under the Principal Agreement.
(4) On and from the Operative Date:
(a) each Petroleum Title the Mining Lease shall continue in force only under and, except as provided in this subclauseAgreement, subject to the provisions of the Petroleum Mining Act and, for the avoidance of doubt, each Petroleum Title shall cease to have the benefit of the rights and privileges conferred by, and be subject to the obligations or restrictions imposed by, by the Principal Agreement;
(b) any modification the Mining Lease may only be renewed under section 78(2) of the Petroleum Act made by the Principal Agreement in relation to a Petroleum Title shall cease to apply and each Petroleum Title shall continue in force under and subject to the Petroleum Mining Act for the balance one further term of its term as extended in accordance with paragraphs (c) and (d) below21 years;
(c) the State Mining Proposal shall cause be deemed to be:
(i) a mining proposal within the Petroleum Minister meaning given to enter as soon as reasonably practicable a memorial in the register referred to that term in section 70 70O(1) of the Petroleum Act recording that Petroleum Titles EP 371, EP428, EP431 and EP 436 shall continue in force until 30 July 2023 and the year end for each work requirement relating to these titles shall be suspended and extended for the additional period of 4 years and such extension of the term of the titles and variation of work requirements shall be effective for all purposes on and from the date of entry of the memorial in the registerMining Act;
(dii) the State shall cause the Petroleum Minister to enter as soon as reasonably practicable a memorial mining proposal lodged and approved, and in the register referred to respect of which any prescribed assessment fee has been paid, in accordance with section 70 82A(2) of the Petroleum Act recording that Petroleum Title EP 391 shall continue in force until 31 January 2024 and the year end for each work requirement relating to this title shall be suspended and extended for the additional period of 4 years and such extension of the term of the title and variation of work requirement shall be effective for all purposes on and from the date of entry of the memorial in the register;
(e) in relation to the STP‑LNA‑0006 declaration of location over the Valhalla‑Asgard Field affecting Petroleum Title EP371 the period in which application may be made for a retention lease under section 48A of the Petroleum Act or a production licence under section 50 of the Petroleum Act shall end on 30 June 2021Mining Act; and
(fiii) for the avoidance of doubt, clauses 39 a relevant mining proposal within the meaning given to that term in section 70O of the Mining Act;
(d) the mine closure plan contained in the Mining Proposal shall be deemed to be a mine closure plan within the meaning given to that term in section 70O(1) of the Mining Act;
(e) for the avoidance of doubt, condition 2 as set out in the Sixth Schedule of the Mining Lease Instrument (amended as set out in paragraph (g) of this subclause (4)) shall be deemed to be a reasonable condition imposed by the Minister for Mines under section 84 of the Mining Act;
(f) for the purposes only of this Agreement the application of the Mining Act is specifically modified as follows:
(i) in section 82 (Covenants and 45 conditions of lease) by deleting subsection (1b) and substituting the following new subsection: "(1b) Paragraph (ca) of subsection (1) shall apply to Mining Lease No. 261SA."; and
(ii) in section 82A (Condition to be included in certain mining leases) by:
(A) inserting after subsection (1) the following new subsection: "(1a) This section applies to Mining Lease No. 261SA."; and
(B) in subsection (2) by deleting "to be granted" and substituting ", upon this section commencing to apply to it, to be";
(iii) in section 95 (Surrender of mining tenement) by inserting after subsection (1) the following new subsection: "(1a) The holder from time to time of Mining Lease No. 261SA may not surrender that mining tenement in whole or in part without the prior consent of the Minister.";
(g) the provisions of the Mining Lease Instrument shall be deemed amended as set out in the Schedule;
(h) for the avoidance of doubt, the Mining Lease shall be deemed to be a mining authorisation for the purposes of the Mining Rehabilitation Fund Act 2012 (WA) and regulations made under that Act; and
(i) operations and other activities upon or at the Mining Lease shall cease to have the benefit of the rights and privileges conferred by the Principal Agreement will not survive termination of and shall, subject to this subclause (4), be governed by the Principal Agreementlaws from time to time in force in Western Australia.
(5) The Mining Act Minister is hereby authorised to endorse on the Mining Lease Instrument (including any duplicate) notice of the amendments referred to in paragraph (g) of subclause (4) above.
(6) On and from the Operative Date the Joint Venturers Company will indemnify and keep indemnified the State and the State's ’s employees, agents and contractors in respect of all actions, suits, claims, demands or costs of third parties arising out of or in connection with any work carried out by the Joint Venturers Company pursuant to the Principal Agreement or relating to its operations under the Principal Agreement (including de‑watering operations and the decommissioning of mines within the area of, and the rehabilitation of, the Mine Rehabilitation Sites) or arising out of or in connection with the construction, maintenance or use by the Joint Venturers Company or their its employees, agents, contractors, assignees or sublessees of the Joint Venturers' Company’s works or services the subject of the Principal Agreement or the plant, apparatus or equipment installed in connection with the Principal Agreement. This indemnity shall remain in force for a period ending on the date which is 20 years after after:
(a) the date agreed between the State and the Company; or
(b) if the parties fail to agree a date under paragraph (a), the date determined by the State as being the date of cessation of all operations (including as expanded or otherwise modified) originally established under and pursuant to the Principal Agreement.
(7) The Company will indemnify and keep indemnified the State and the State’s employees, agents and contractors in respect of all actions, suits, claims, demands or costs of third parties arising out of or in connection with any works or activities of the Company or its employees, agents, contractors, assignees or sublessees on and subsequent to the Operative DateDate relating to operations (including as expanded or otherwise modified) that were originally established under or pursuant to the Principal Agreement (including de‑watering operations and the decommissioning of mines within the area of, and the rehabilitation of, the Mine Rehabilitation Sites). This indemnity remains in force for a period ending on the same date as the indemnity in subclause (6).
Appears in 1 contract
Samples: Poseidon Nickel Agreement
Termination of Principal Agreement. (1) Subject to this clause, the Principal Agreement is hereby terminated with effect on and from the Operative Date and, except as otherwise provided in this Agreement, neither the State nor the Joint Venturers shall have any claim against the other with respect to any matter or thing in or arising out of the Principal Agreement.
(2) Notwithstanding subclause (1) the Joint Venturers shall remain liable for any antecedent breach or default under the Principal Agreement and in respect of any indemnity given under the Principal Agreement.
(3) Notwithstanding subclause (1) the Guarantor shall remain liable in respect of any guarantee given under the Principal Agreement in relation to any antecedent breach or default by Diamond Resources (Fitzroy) Pty Ltd or Diamond Resources (Canning) Pty Ltd under the Principal Agreement.
(4) On and from the Operative Date:
(a) each Petroleum Title shall continue in force only under and, except as provided in this subclause, subject to the provisions of the Petroleum Act and, for the avoidance of doubt, each Petroleum Title shall cease to have the benefit of the rights and privileges conferred by, and be subject to the obligations or restrictions imposed by, the Principal Agreement;
(b) any modification of the Petroleum Act made by the Principal Agreement in relation to a Petroleum Title shall cease to apply and each Petroleum Title shall continue in force under and subject to the Petroleum Act for the balance of its term as extended in accordance with paragraphs (c) and (d) below;
(c) the State shall cause the Petroleum Minister to enter as soon as reasonably practicable a memorial in the register referred to in section 70 of the Petroleum Act recording that Petroleum Titles EP 371, EP428, EP431 and EP 436 shall continue in force until 30 July 2023 and the year end for each work requirement relating to these titles shall be suspended and extended for the additional period of 4 years and such extension of the term of the titles and variation of work requirements shall be effective for all purposes on and from the date of entry of the memorial in the register;
(d) the State shall cause the Petroleum Minister to enter as soon as reasonably practicable a memorial in the register referred to in section 70 of the Petroleum Act recording that Petroleum Title EP 391 shall continue in force until 31 January 2024 and the year end for each work requirement relating to this title shall be suspended and extended for the additional period of 4 years and such extension of the term of the title and variation of work requirement shall be effective for all purposes on and from the date of entry of the memorial in the register;
(e) in relation to the STP‑LNA‑0006 declaration of location over the Valhalla‑Asgard Field affecting Petroleum Title EP371 the period in which application may be made for a retention lease under section 48A of the Petroleum Act or a production licence under section 50 of the Petroleum Act shall end on 30 June 2021; and
(f) for the avoidance of doubt, clauses 39 and 45 of the Principal Agreement will not survive termination of the Principal Agreement.
(5) On and from the Operative Date the Joint Venturers will indemnify and keep indemnified the State and the State's employees, agents and contractors in respect of all actions, suits, claims, demands or costs of third parties arising out of or in connection with any work carried out by the Joint Venturers pursuant to the Principal Agreement or relating to its operations under the Principal Agreement or arising out of or in connection with the construction, maintenance or use by the Joint Venturers or their employees, agents, contractors, assignees or sublessees of the Joint Venturers' works or services the subject of the Principal Agreement. This indemnity shall remain in force for a period ending on the date which is 20 years after the Operative Date.of
Appears in 1 contract
Samples: Natural Gas (Canning Basin Joint Venture) Agreement
Termination of Principal Agreement. (1) Subject to this clausesubclauses (3) and (4)(a), the Principal Agreement is hereby terminated with effect on and from the Operative Date and, except as otherwise provided in this Agreement, neither the State nor the Joint Venturers Company shall have any claim against the other with respect to any matter or thing in or arising out of the Principal Agreement.
(2) With effect on and from the Operative Date the Company is released from its obligations under clauses 3.2(a) and 3.2(b) of the Deed of Covenant and, except as otherwise provided in this Agreement, the State shall not have any claim against the Company in respect of the performance of those obligations by the Company under the Deed of Covenant.
(3) Notwithstanding subclause subclauses (1) and (2) the Joint Venturers Company shall remain liable for any antecedent breach or default under the Principal Agreement or under the Deed of Covenant and in respect of any indemnity given under the Principal Agreement.
(3) Notwithstanding subclause (1) the Guarantor shall remain liable in respect of any guarantee given under the Principal Agreement in relation to any antecedent breach or default by Diamond Resources (Fitzroy) Pty Ltd or Diamond Resources (Canning) Pty Ltd under the Principal Agreement.
(4) On and from the Operative Date:
(a) each Petroleum Title the Mining Lease shall continue in force only under and, except as provided in this subclauseAgreement, subject to the provisions of the Petroleum Mining Act and, for the avoidance of doubt, each Petroleum Title shall cease to have the benefit of the rights and privileges conferred by, and be subject to the obligations or restrictions imposed by, by the Principal Agreement;
(b) any modification the Mining Lease may only be renewed under section 78(2) of the Petroleum Act made by the Principal Agreement in relation to a Petroleum Title shall cease to apply and each Petroleum Title shall continue in force under and subject to the Petroleum Mining Act for the balance one further term of its term as extended in accordance with paragraphs (c) and (d) below21 years;
(c) the State Mining Proposal shall cause be deemed to be:
(i) a mining proposal within the Petroleum Minister meaning given to enter as soon as reasonably practicable a memorial in the register referred to that term in section 70 70O(1) of the Petroleum Act recording that Petroleum Titles EP 371, EP428, EP431 and EP 436 shall continue in force until 30 July 2023 and the year end for each work requirement relating to these titles shall be suspended and extended for the additional period of 4 years and such extension of the term of the titles and variation of work requirements shall be effective for all purposes on and from the date of entry of the memorial in the registerMining Act;
(dii) the State shall cause the Petroleum Minister to enter as soon as reasonably practicable a memorial mining proposal lodged and approved, and in the register referred to respect of which any prescribed assessment fee has been paid, in accordance with section 70 82A(2) of the Petroleum Act recording that Petroleum Title EP 391 shall continue in force until 31 January 2024 and the year end for each work requirement relating to this title shall be suspended and extended for the additional period of 4 years and such extension of the term of the title and variation of work requirement shall be effective for all purposes on and from the date of entry of the memorial in the register;
(e) in relation to the STP‑LNA‑0006 declaration of location over the Valhalla‑Asgard Field affecting Petroleum Title EP371 the period in which application may be made for a retention lease under section 48A of the Petroleum Act or a production licence under section 50 of the Petroleum Act shall end on 30 June 2021Mining Act; and
(fiii) for the avoidance of doubt, clauses 39 a relevant mining proposal within the meaning given to that term in section 70O of the Mining Act;
(d) the mine closure plan contained in the Mining Proposal shall be deemed to be a mine closure plan within the meaning given to that term in section 70O(1) of the Mining Act;
(e) for the avoidance of doubt, condition 2 as set out in the Sixth Schedule of the Mining Lease Instrument (amended as set out in paragraph (g) of this subclause (4)) shall be deemed to be a reasonable condition imposed by the Minister for Mines under section 84 of the Mining Act;
(f) for the purposes only of this Agreement the application of the Mining Act is specifically modified as follows:
(i) in section 82 (Covenants and 45 conditions of lease) by deleting subsection (1b) and substituting the following new subsection: "(1b) Paragraph (ca) of subsection (1) shall apply to Mining Lease No. 261SA."; and
(ii) in section 82A (Condition to be included in certain mining leases) by:
(A) inserting after subsection (1) the following new subsection: "(1a) This section applies to Mining Lease No. 261SA."; and
(B) in subsection (2) by deleting "to be granted" and substituting ", upon this section commencing to apply to it, to be";
(iii) in section 95 (Surrender of mining tenement) by inserting after subsection (1) the following new subsection: "(1a) The holder from time to time of Mining Lease No. 261SA may not surrender that mining tenement in whole or in part without the prior consent of the Minister.";
(g) the provisions of the Mining Lease Instrument shall be deemed amended as set out in the Schedule;
(h) for the avoidance of doubt, the Mining Lease shall be deemed to be a mining authorisation for the purposes of the Mining
(i) operations and other activities upon or at the Mining Lease shall cease to have the benefit of the rights and privileges conferred by the Principal Agreement will not survive termination of and shall, subject to this subclause (4), be governed by the Principal Agreementlaws from time to time in force in Western Australia.
(5) The Mining Act Minister is hereby authorised to endorse on the Mining Lease Instrument (including any duplicate) notice of the amendments referred to in paragraph (g) of subclause (4) above.
(6) On and from the Operative Date the Joint Venturers Company will indemnify and keep indemnified the State and the State's ’s employees, agents and contractors in respect of all actions, suits, claims, demands or costs of third parties arising out of or in connection with any work carried out by the Joint Venturers Company pursuant to the Principal Agreement or relating to its operations under the Principal Agreement (including de-watering operations and the decommissioning of mines within the area of, and the rehabilitation of, the Mine Rehabilitation Sites) or arising out of or in connection with the construction, maintenance or use by the Joint Venturers Company or their its employees, agents, contractors, assignees or sublessees of the Joint Venturers' Company’s works or services the subject of the Principal Agreement or the plant, apparatus or equipment installed in connection with the Principal Agreement. This indemnity shall remain in force for a period ending on the date which is 20 years after after:
(a) the date agreed between the State and the Company; or
(b) if the parties fail to agree a date under paragraph (a), the date determined by the State as being the date of cessation of all operations (including as expanded or otherwise modified) originally established under and pursuant to the Principal Agreement.
(7) The Company will indemnify and keep indemnified the State and the State’s employees, agents and contractors in respect of all actions, suits, claims, demands or costs of third parties arising out of or in connection with any works or activities of the Company or its employees, agents, contractors, assignees or sublessees on and subsequent to the Operative DateDate relating to operations (including as expanded or otherwise modified) that were originally established under or pursuant to the Principal Agreement (including de-watering operations and the decommissioning of mines within the area of, and the rehabilitation of, the Mine Rehabilitation Sites). This indemnity remains in force for a period ending on the same date as the indemnity in subclause (6).
Appears in 1 contract
Samples: Poseidon Nickel Agreement
