Queensland Consolidated Acts Queensland Consolidated ActsTHIS FURTHER AGREEMENT AMENDING THE STATE AGREEMENT is made on BETWEEN THE FOLLOWING PARTIES:
1. ###### for and on behalf of the Crown in right of the State of Queensland ("the State")
2. GPS POWER PTY. LIMITED (ACN 009 103 422)
of Level 2, 443 Queen Street, Brisbane, Queensland, 4000
GPS ENERGY PTY LIMITED (ACN 063 207 456)
of Level 2, 443 Queen Street, Brisbane, Queensland, 4000
SUNSHINE STATE POWER B.V. (ARBN 062 295 425)
of c/- Vedorp, Kleperstraat, 341171, CD Badhoe, Netherlands
SUNSHINE STATE POWER (NO. 2) B.V. (ARBN 063 382 829)
of c/- Vedorp, Kleperstraat, 341171, CD Badhoe, Netherlands
SLMA. GPS PTY LTD (ACN 063 779 028)
of c/- Marubeni Aluminium Australia Pty Ltd, Level 19, 367 Collins Street, Melbourne, Victoria, 3000
RYOWA II GPS PTY. LIMITED (ACN 063 780 058)
of Level 36, 120 Collins Street, Melbourne, Victoria, 3000
YKK GPS (QUEENSLAND) PTY LIMITED (ACN 062 905 275)
of Unit 2, 17-37 Wollongong Road, Arncliffe, New South Wales 2205
(the "Participants" and each a "Participant")
AND
3. NRG Gladstone Operating Services Pty Ltd (ACN 061 519 275) of Gladstone Power Station, Hanson Road, Gladstone, Queensland, 4680 (the "Operator")
RECITALS—
A. By agreement dated 30 March 1994 (as amended by agreements dated 23 December 1994 and 10 February 1998) between the State, the Participants and the Operator made under sections 3, 5 and 5A of the Agreement Act the State provided certain undertakings and assurances relating to the acquisition by the Participants and future operation by the Participants and the Operator of the Gladstone Power Station ("the State agreement").
B. Under section 5(1) of the Agreement Act and with approval given in accordance with the provisions of section 5(3) of that Act, the State agreement may be amended by a further agreement between the Minister responsible for the administration of that Act and the other parties to the State agreement.
C. The parties have entered into this further agreement made pursuant to section 5 of the Agreement Act.
IT IS AGREED—
PART I— Preliminary
All words, terms and expressions which have a defined meaning in the State agreement have the same respective meanings when used in this agreement, unless and except as otherwise provided in this agreement.
Clause 2 of the State agreement is incorporated into this agreement as if set out in full in this agreement except that the reference to "this Agreement" in clause 2 of the State agreement shall be a reference to this agreement.
This agreement is made under section 5 of the Agreement Act and amends the State agreement.
This agreement takes effect on the date on which amendments to the Interconnection and Power Pooling Agreement between Stanwell Corporation Limited and the Participants made by a Master Deed of Amendment and Restatement of IPPA dated 17 December 2009 become effective pursuant to clause 3 of that Agreement.
The parties acknowledge that under section 4 of the Agreement Act the State agreement as amended by the provisions of this agreement has effect as if it were part of the Agreement Act.
The entering into this agreement by a party does not constitute a waiver of its rights and obligations under the State agreement which have accrued prior to the date of this agreement.
Part II—Amendments
(a) Amendment of Clause 1 (Definitions)
In Clause 1—
(i) after the definition of "Acquirer" insert—
"AEMO" means Australian Energy Market Operator Limited (ACN 072 010 327);
(ii) omit the definition of "Code";
(iii) omit the definition of "First Power Agreement";
(iv) omit the definition of "Interconnection and Power Pooling Agreement" and insert—
"Interconnection and Power Pooling Agreement" or "IPPA" means the Agreement entitled "INTERCONNECTION AND POWER POOLING AGREEMENT relating to the Gladstone Power Station" dated 30 March 1994 between QEC and the Participants as amended from time to time including by the QTSC Master Deed of Assignment, Assumption and Amendment of IPPA, Interface Agreement and Deed of Charge dated 23 December 1994 and by the Master Deed of Amendment and Restatement of IPPA dated 17 December 2009 between Stanwell and the Participants;
(v) after the definition of "Minister for Energy", insert—
"National Electricity (Queensland) Law" means the National Electricity (Queensland) Law as defined in the Electricity - National Scheme (Queensland) Act 1997;
(vi) in the definition of "QETC" after the word "Corporation", insert the words "(now known as Queensland Electricity Transmission Corporation Limited ACN 078 849 233)";
(vii) omit the definition of "QGC";
(viii) omit the definition of "Queensland System Operator";
(ix) omit the definition of "QTSC";
(x) omit the definition of "Refurbishment Works";
(xi) after the definition of "Relevant Percentage" insert—
"Rules" means the National Electricity Rules under the National Electricity (Queensland) Law;
(xii) after the definition of "Stamp Act" insert—
"Stanwell" means Stanwell Corporation Limited (ACN 078 848 674) together with its successors and assigns;
(xiii) omit the definition of "State Electricity Entities"; and
(xiv) omit the definition of "system control entity".
(b) Amendment of references to QTSC
In Clauses 8(b), 16A and 16D(b) omit the reference to "QTSC" wherever it appears and replace in each instance with "Stanwell".
(c) Amendment of Clause 16A
In Clause 16A omit the words "the supply" wherever it appears and replace in each instance with the words "any supply or sale".
(d) Deletion of Clause 16C
Omit Clause 16C.
(e) Amendment of Clause 16D
In the heading of Clause 16D omit 'Operating Works' and replace with 'Relevant Operations'.
In paragraphs (a) and (b) of Clause 16D omit the references to 'operating works' wherever it appears and replace in each instance with 'relevant operations'.
(f) Deletion of Clause 16E
Omit Clause 16E.
(g) Amendment of Clause 16G
Omit Clause 16G and insert—
Regulations made under section 264 of the Electricity Act in respect of the matters mentioned in paragraph 1 of Schedule 2 to the Electricity Act will not apply to—
(a) the connection of the GPS to the transmission grid (as that term is defined in the Electricity Act) under the Interconnection and Power Pooling Agreement;
(b) the making available of capacity or any supply or sale of electricity by a Participant to Stanwell under the Capacity Purchase Agreement between them;
(c) any supply or sale of electricity by Stanwell to the Participants or by the Participants to Stanwell under the Interconnection and Power Pooling Agreement; and
(d) any supply or sale of electricity by the Participants to the Smelter under the Smelter Power Purchase Agreements.'.
(h) Deletion of Clause 16H
Omit Clause 16H.
(i) Amendment of Clause 16I
Omit Clause 16I and insert—
If as a result of Stanwell or QETC complying with—
(a) a provision of the Rules about system control;
(b) a direction about system control given by the Ministers under section 299 of the Electricity Act; or
(c) a direction about system control given by AEMO under the Rules,
Stanwell is prevented or impaired from complying with any of its obligations under the Interconnection and Power Pooling Agreement Stanwell shall not be entitled to claim that the obligation to comply with the direction is a lawful excuse for any default by Stanwell of the Interconnection and Power Pooling Agreement that may arise from or be caused by compliance by Stanwell or QETC with the provision or the direction.'.
(j) Amendment of Clause 16J
Omit paragraphs (a) and (b) of Clause 16J and insert—
'(a) The State must ensure that—
(i) a Minister (within the meaning of that term in Section 6 of the National Electricity (Queensland) Law) (the "NEL Minister") appoints and maintains the appointment of a person other than AEMO as jurisdictional system security coordinator for the State of Queensland for the purposes of the National Electricity (Queensland) Law and the Rules;
(ii) the jurisdictional system security co-ordinator for Queensland—
(A) places and retains the load of the Smelter on the schedule of sensitive loads for Queensland under the Rules with priority specified on the basis set out in clause 7.4 and clause 7.5 of the Interconnection and Power Pooling Agreement for load shedding and clause 7.11 of the Interconnection and Power Pooling Agreement for load restoration, and as a load for which the approval of the jurisdictional system security coordinator for Queensland must be obtained by AEMO under clause 4.3.2(l) of the Rules before AEMO can interrupt supply to, or prevent reconnection of that load;
(B) specifies in the priority arrangements in the schedule of sensitive loads the following requirement in relation to the automatic disconnection of the load of the Smelter under clause 4.3.5(a) of the Rules – that the "specified power system frequency" referred to in clause 4.3.2(j)(1) of the Rules must be the frequency specified in clause 7.4(b) of the Interconnection and Power Pooling Agreement, subject to the operation of clause 7.5 of the Interconnection and Power Pooling Agreement; and
(C) provides that schedule of sensitive loads, together with all amendments to it to AEMO in accordance with the Rules;
(iii) it uses its best endeavours to procure AEMO to ensure that the load shedding procedures for Queensland, referred to in clause 4.3.2(h) of the Rules—
(A) are consistent with the schedule of sensitive loads for Queensland provided under clause 4.3.2(f) of the Rules;
(B) include the requirement referred to in clause 16J(a)(ii)(B) in connection with the automatic disconnection of the load of the Smelter under clause 4.3.5(a) of the Rules; and
(C) include a requirement that the load of the Smelter (or any part thereof) which would have been part of a block of interruptible load in an under-frequency band specified in clause 4.3.5(b) of the Rules, must be replaced in that band in relation to Queensland with an equivalent amount of interruptible load nominated by other Market Customers in Queensland; and
(iv) the NEL Minister does not—
(A) approve AEMO entering into an agreement with a Registered Participant about load shedding in accordance with Section 115A(1) of the National Electricity (Queensland) Law; or
(B) determine an arrangement about load shedding to apply to a Registered Participant in accordance with section 115A(2) of the National Electricity (Queensland) Law,
which will have an adverse affect on the operation of clause 7.4, clause 7.5 or clause 7.11 of the Interconnection and Power Pooling Agreement or the priority of the load of the Smelter on the schedule of sensitive loads.
(b) All words and expressions which have a defined meaning in the Rules have the same meanings where used in clause 16J(a) unless the context otherwise requires or indicates.'.
(k) New Clause 16K
After Clause 16J insert—
The Minister (as defined under clause 9.32.1 of the Rules) shall not, during the term of this Agreement amend or repeal the Minister's determination of Stanwell as the Nominated Generator (as defined in clause 9.34.6(a) of the Rules) for GPS unless the Minister has obtained the prior written agreement of Stanwell and the Participants to the removal or change.'.
(l) Deletion of Clause 17
Omit Clause 17.
(m) Amendment of references to QEC
In clause 22, omit the reference to "QEC" wherever it occurs and replace in each instance with "Stanwell".
EXECUTED AS AN AGREEMENT:
SIGNED by THE HONOURABLE
########, FOR AND ON BEHALF
OF THE CROWN IN RIGHT OF THE
STATE OF QUEENSLAND
in the presence of:
________________________ ________________________
Witness
________________________
Name (please print)
THE COMMON SEAL of
GPS POWER PTY. LIMITED (ACN 009 103 422)
was hereunto affixed in accordance
with its Articles of Association
in the presence of:
________________________ ________________________
Secretary/Director Director
________________________ ________________________
Name (please print) Name (please print)
THE COMMON SEAL of
GPS ENERGY PTY LIMITED (ACN 063 207 456)
was hereunto affixed in accordance with its articles of association
in the presence of:
________________________ ________________________
Secretary/Director Director
________________________ ________________________
Name (please print) Name (please print)
SIGNED FOR AND ON BEHALF OF
SUNSHINE STATE POWER B.V.
(ARBN 062 295 425)
by
its duly constituted attorney in
in the presence of:
________________________ ________________________
Witness Attorney
________________________ ________________________
Name (please print) Name (please print)
SIGNED FOR AND ON BEHALF OF
SUNSHINE STATE POWER (NO. 2) B.V.
(ARBN 062 295 425)
by
its duly constituted attorney in
in the presence of:
________________________ ________________________
Witness Attorney
________________________ ________________________
Name (please print) Name (please print)
SIGNED FOR AND ON BEHALF OF
SLMA. GPS PTY LTD (ACN 063 779 028)
by
its duly constituted attorney in
in the presence of:
________________________ ________________________
Witness Attorney
________________________ ________________________
Name (please print) Name (please print)
SIGNED FOR AND ON BEHALF OF
RYOWA II GPS PTY. LIMITED (ACN 063 780 058)
by
its duly constituted attorney in
in the presence of:
________________________ ________________________
Witness Attorney
________________________ ________________________
Name (please print) Name (please print)
SIGNED FOR AND ON BEHALF OF
YKK GPS (QUEENSLAND) PTY LIMITED
(ACN 062 905 275)
by
its duly constituted attorney in
in the presence of:
________________________ ________________________
Witness Attorney
________________________ ________________________
Name (please print) Name (please print)
SIGNED FOR AND ON BEHALF OF
NRG GLADSTONE OPERATING SERVICES PTY LTD (ACN 061 519 275)
by
its duly constituted attorney in
in the presence of:
________________________ ________________________
Witness Attorney
________________________ ________________________
Name (please print) Name (please print)