Diamond (Argyle Diamond Mines Joint Venture) Agreement Amendment Act 2001

 

Diamond (Argyle Diamond Mines Joint Venture) Agreement Amendment Act 2001

CONTENTS

1.           Short title                                                                         1

2.           Commencement                                                               2

3.           The Act amended                                                             2

4.           Section 2 amended                                                           2

5.           Part II heading amended                                                   3

6.           Section 3A replaced and section 3B inserted                      3

3A.            First supplementary agreement                            3

3B.            Second supplementary agreement                      3

7.           Schedule 4 inserted                                                           3

Schedule 4

 

 

Diamond (Argyle Diamond Mines Joint Venture) Agreement Amendment Act 2001

No. 39 of 2001

An Act to amend the Diamond (Argyle Diamond Mines Joint Venture) Agreement Act 1981.

 

[Assented to 7 January 2002]

 

The Parliament of Western Australia enacts as follows:

1.           Short title

             This Act may be cited as the Diamond (Argyle Diamond Mines Joint Venture) Agreement Amendment Act 2001.

2.           Commencement

             This Act comes into operation on the 28th day after the day on which it receives the Royal Assent.

3.           The Act amended

             The amendments in this Act are to the Diamond (Argyle Diamond Mines Joint Venture) Agreement Act 1981*.

              [* Act No. 108 of 1981.
For subsequent amendments see 2000 Index to Legislation of Western Australia, Table 1, p. 118.]

4.           Section 2 amended

             Section 2 is amended as follows:

                 (a)    by deleting the definitions of “Schedule”, “section” and “subsection”;

                 (b)    by inserting after the definition of “the Company” the following definition —

    the first supplementary agreement means the agreement a copy of which is set out in Schedule 3;

”;

                 (c)    by deleting the definition of “the Supplementary Agreement” and inserting the following definition instead —

    the second supplementary agreementmeans the agreement a copy of which is set out in Schedule 4.

”.

5.           Part II heading amended

             The heading to Part II is amended by inserting after “AGREEMENT” —

             “ AND SUPPLEMENTARY AGREEMENTS ”.

6.           Section 3A replaced and section 3B inserted

             Section 3A is repealed and the following sections are inserted instead —

3A.        First supplementary agreement

            The first supplementary agreement is approved and ratified.

3B.        Second supplementary agreement

            The second supplementary agreement is approved and ratified.

”.

7.           Schedule 4 inserted

             After Schedule 3 the following Schedule is inserted —

Schedule 4

[s. 2]

THIS AGREEMENT is made the 15th day of October 2001

BETWEEN

THE HONOURABLE GEOFFREY IAN GALLOP BEc, MA, MPhi1, DPhi1, MLA, 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 one part

AND

CAPRICORN DIAMONDS LIMITED ACN 009 102 621, ASHTON ARGYLE HOLDINGS PTY LIMITED ACN 083 175 991 and AML NOMINEES LIMITED ACN 006 378 329 each of 2 Kings Park Road, West Perth, Western Australia (hereinafter called “the Joint Venturers) of the other part

WHEREAS:

(a)    the State and the Joint Venturers are now the parties to the agreement ratified by the Diamond (Argyle Diamond Mines Joint Venture) Agreement Act 1981 which agreement has been varied by the agreement ratified by the Diamond (Ashton Joint Venture) Agreement Amendment Act 1983 and which (as so varied) is hereinafter called “the Principal Agreement”;

(b)    pursuant to Clause 18 of the Principal Agreement Mining Lease No. 275SA (hereinafter called “the Ellendale Mining Lease”) has been granted in respect of the area defined in the Principal Agreement as the Ellendale mining area; and

(c)    the Joint Venturers desire to sell the Ellendale Mining Lease and for such purpose the parties hereto desire to further vary the Principal Agreement and the Ellendale Mining Lease as provided herein.

NOW THIS AGREEMENT WITNESSES —

1.      Subject to the context words and phrases used in this Agreement have the same meanings respectively as they have in and for the purpose of the Principal Agreement.

2.      The State shall introduce and sponsor a Bill in the Parliament of Western Australia to ratify this Agreement and endeavour to secure its passage as an Act prior to 30 June 2002 or such later date as the parties hereto may agree.

3.      (1)    The provisions of this Agreement other than this Clause and Clauses 1 and 2 shall not commence to operate until the Bill referred to in Clause 2 has been passed by the Parliament of Western Australia and comes into operation as an Act.

         (2)    If before 30 June 2002 or such later date as may be agreed pursuant to Clause 2 the said Bill has not come into operation as an Act then unless the parties hereto otherwise agree this Agreement shall cease and determine and no party hereto shall 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.

         (3)    On the said Bill coming into operation as an Act all provisions of this Agreement shall operate and take effect notwithstanding the provisions of any Act or law.

4.      In clauses 5 and 6 of this Agreement, “Sale Date” means the date on which the Ellendale Mining Lease is transferred by the Joint Venturers to ‑

         (a)    Kimberley Diamond Company NL (ACN 061 899 634) pursuant to the Asset Sale Agreement dated 5 September 2001 and made between Argyle Diamond Mines Pty Limited (ACN 008 912 418) as manager for the Argyle Diamond Mines Joint Venture, the Joint Venturers and the said Kimberley Diamond Company NL;

         (b)    any other party that the Minister responsible for the administration of the Principal Agreement shall consent to.

5.      Subject to Clause 6 of this Agreement, the Principal Agreement and the Ellendale Mining Lease are respectively varied with effect on and from the Sale Date as follows —

         (A)   The Principal Agreement:

(1)     Clause 1 —

(a)    by deleting the definition of “Ellendale mining area”;

(b)    in the definition of “mining leases” —

(i)     by amending the definition to be a definition of “mining lease”;

(ii)     by deleting “or mining leases”; and

(iii)    by deleting “Clauses 15 and 18” and substituting the following —

“Clause 15”;

(c)    in the definition of “ore”, by deleting “leases” and substituting the following —

“lease”;

(d)    in the definition of “relevant town” —

(i)     by deleting “and the Ellendale mining area respectively”; and

(ii)     by deleting “in either case”.

(2)    by deleting Clause 9.

(3)     by deleting Clause 18.

(4)     by deleting Clause 19.

(5)     Clause 20 —

by deleting “or the Ellendale mining area”.

(6)     Clause 21 —

(i)     by deleting subclause (2);

(ii)    in subclause (3), by deleting “subclauses (1) and (2)” and substituting the following —

“subclause (1)”.

(7)     by deleting Clause 23.

(8)     Clause 24A —

(i)     by deleting “and the Ellendale mining area respectively”; and

(ii)    by deleting “relevant” in both cases where it occurs in paragraph (a).

(9)     Clause 32 —

by deleting “leases” and substituting the following —

“lease”.

(10)   Clause 37(1)(a) —

by deleting “leases” and substituting the following —

“lease”.

(11)   Clause 37(2) —

by deleting “leases” and substituting the following —

“lease”.

(12)   Clause 37(3)(a)

by deleting “leases” and substituting the following —

“lease”.

(13)   Clause 41(1)(a)(i) —

by deleting “leases” and substituting the following —

“lease”.

(14)   Clause 42 —

in subclauses (1)(a) and (2), by deleting “leases” and substituting the following —

“lease”.

         (B)   The Ellendale Mining Lease:

(1)     in the heading, by deleting the following —

“Diamond (Ashton Joint Venture) Agreement Act 1981”.

(2)     in the body of the lease —

(i)     by deleting “(except as otherwise provided by the Agreement described in the Second Schedule to this lease)”.

(ii)    by deleting “subject to the Agreement”.

(iii)    by deleting “except as otherwise provided by the Agreement”.

(iv)   by deleting “for the time being and from time to time” and substituting the following —

“and royalties for the time being and from time to time respectively”.

(v)    by deleting “and the royalties as provided in the Agreement with the right during the currency of the Agreement and in accordance with the provisions of the Agreement to take successive renewals of the term each for a further period of 21 years upon the same terms and conditions subject to the sooner determination of the said term upon cessation or determination of the Agreement PROVIDED ALWAYS that this lease and any renewal thereof shall not be determined or forfeited otherwise than in accordance with the Agreement.”.

(3)     by deleting the Second Schedule.

(4)    by inserting at the end of the Third Schedule the following —

“The boundary of the land being identical to the external boundaries of the following former contiguous surveyed mineral claims:

04/2230

04/2277

04/2308

04/2731

04/10420

04/10439

04/2231

04/2278

04/2309

04/2732

04/10421

04/10440

04/2232

04/2279

04/2310

04/2733

04/10422

04/10441

04/2233

04/2283

04/2311

04/2736

04/10423

04/10442

04/2234

04/2284

04/2419

04/5270

04/10424

04/10443

04/2235

04/2285

04/2420

04/9016

04/10425

04/10444

04/2236

04/2286

04/2421

04/9022

04/10426

04/10445

04/2238

04/2287

04/2470

04/9023

04/10427

04/10446

04/2239

04/2289

04/2471

04/9024

04/10428

04/10447

04/2240

04/2290

04/2472

04/9025

04/10429

04/10448

04/2241

04/2291

04/2474

049028

04/10430

04/10449

04/2242

04/2292

04/2475

04/9029

04/10431

04/10450

04/2243

04/2293

04/2476

04/9030

04/10432

04/10451

04/2244

04/2302

04/2477

04/9031

04/10433

04/10452

04/2246

04/2303

04/2480

04/10415

04/10434

04/10456

04/2247

04/2304

04/2481

04/10416

04/10435

04/10457

04/2249

04/2305

04/2582

04/10417

04/10436

04/10458

04/2250

04/2306

04/2583

04/10418

04/10437

04/10735

04/2269

04/2307

04/2584

04/10419

04/10438

04/10736.”.

(5)    by deleting Conditions 8 and 9 of the Schedule of Conditions attached to the lease.

6.      From and including the Sale Date the Ellendale Mining Lease (as amended by this Agreement) shall continue in force and effect under and subject to the Mining Act 1978 (notwithstanding the provisions of section 73 of that Act restricting the area of land in respect of which a mining lease may be granted) and the provisions of the Principal Agreement shall no longer apply to the Ellendale Mining Lease which shall thenceforth be assigned to the West Kimberley Mineral Field and be designated Mining Lease 04/372 on the tenement register maintained under the Mining Act 1978 in lieu of the designation Mining Lease No. 275SA.

7.      If the transfer of the Ellendale Mining Lease referred to in Clause 4 of this Agreement is not effected by 31 December 2002 or such later date as the parties hereto may agree, this Agreement shall on that date cease and thenceforth have no effect.

IN WITNESS WHEREOF this Agreement has been executed by the parties as a Deed.

SIGNED by THE HONOURABLE              )
GEOFFREY IAN GALLOP in the )Geoff Gallop

presence of:                                                    )

C M Brown

Minister for State Development

THE COMMON SEAL of                              )
CAPRICORN DIAMONDS LIMITED
)C.S.

is affixed to this document in the presence of:   )

Director T J Appleby

Secretary/Director Francis T Hoare

THE COMMON SEAL of                              )

ASHTON ARGYLE HOLDINGS PTY        )       C.S.

LIMITED is affixed to this document:             )

in the presence of:                                           )

Director T J Appleby

Secretary/Director Francis T Hoare

 

THE COMMON SEAL of                              )

AML NOMINEES LIMITED                     )       C.S.

is affixed to this document:                               )

in the presence of:                                           )

Director E W J Tyler

Secretary/Director T J Appleby

”.

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