DATED 2012
THE METROPOLITAN BOROUGH COUNCIL OF SEFTON
- and -
THE MERSEY DOCKS AND HARBOUR COMPANY LIMITED
DEED OF AGREEMENT
made under Section 111 of the Local Government Act 1972 and relating to Land at Royal Seaforth Dock
CADocuments and Settings \ COWLP.SMBC \ Local Settingsqemporary Internet FilesContent.Outlook\15717Y60 \ 2012-10-24- Sefton Council (clean).doc THIS DEED OF AGREEMENT is made this day of Two Thousand and BETWEEN THE METROPOLITAN BOROUGH COUNCIL OF SEFTON of
Town Hall, Lord Street, Southport, PR8 1DA ("the Council") of the first part and THE
MERSEY DOCKS AND HARBOUR COMPANY LIMITED of Maritime Centre, Port of
Liverpool, L21 1LA ("the Owner") of the second part.
INTERPRETATION
IN this Deed the following words and expressions shall have the following meanings.-
"the 1990 Act" the Town and Country Planning Act
1990.
"Commencement of Development" the carrying out of a material operation
as defined in Section 56(4) of the Town
and Country Planning Act 1990.
"the Development" the development of a River Berth or
Terminal in the River Mersey adjoining
Royal Seaforth Dock in the Port of
Liverpool.
"the Land" the area of land the subject of the
Development is shown edged red on the
Plan.
"the Plan" the plan or plans annexed hereto.
"Harbour Revision Order" a harbour revision order under the
Harbours Act 1964 a copy of which is
attached hereto as Annexe 1.
WHEREAS:
(1) The Council is the Local Planning Authority for the administrative area of the
Metropolitan Borough of Sefton within which the Land is situate.
C: \ Documents and Settings \ COWLP.SMBC \ Local Settings \Temporary Internet Files \ Content.Outlook \15717Y6D \2012-10-24- Sefton Council (clean).doc (2) The Owner has an interest in the Land sufficient to enable it to enter into the
obligations contained in this Deed and bind the Land in respect thereof.
NOW THIS DEED WITNESSETH as follows:-
1(a) This Agreement is made pursuant to Section 111 of the Local Government Act 1972
1(b) Clause 2(a) of this Agreement shall take effect 6 months from the date hereof or if
earlier the Commencement of the Development.
1(c) Clause 2(b) of this Agreement shall take effect 6 months from the Commencement of
the Development other than the obligation in clause 2 of Part 2 of the Schedule
which shall take effect on the Commencement of Development.
2. THE Owner COVENANTS with the Council:-
(a) to fulfil the obligations on its behalf contained in Part 1 of the Schedule
hereto.
(b) to fulfil the obligations on its behalf contained in Part 2 of the Schedule
hereto.
(c) within the period of 6 months referred to respectively in clauses 1(b) and 1(c)
to lay out and make up at its own expense the footpaths specified in Part 1
and Part 2 respectively of the Schedule and fence the same off from its
adjoining land in each case to the reasonable satisfaction of the Council.
(d) to comply with the terms of an Agreement dated 13th September 2006 and
made between The Secretary of State for Transport and the Owner relating to
the monitoring of the growth in container and other traffic resulting from the
Development in order to assess the impact of the Development on the A5036
road.
3. THE Council agrees to accept the Owner's Covenants contained in the Schedule.
4. As from the completion of the works referred to in clauses 2(a) and 2(b) the Council
shall be responsible for the repair maintenance and renewal of the said footpaths
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of the underlying structure of that part of the river wall along which the said footpaths
run.
5. The obligations of the Owner pursuant to clause 2 shall be subject to the right of the
Owner to suspend for so long as is reasonably necessary in whole or in part the
rights of access referred to in Part 1 and Part 2 of the Schedule hereto where such is
required by the Owner or any third party in connection with the construction
installation repair renewal replacement or maintenance of the river wall forming part
of Seaforth Dock Liverpool or any equipment, machinery, facility or services in or over
under or adjacent to the relevant path or river wall referred to in the said Part 1 and
Part 2.
6 THE Owner and the Council hereby agree that any differences and questions which
arise between the parties in connection with this Deed shall be referred for
determination by an independent person in accordance with the following provision:-
(a) where such dispute relates to the construction of this or any other deed or
document it shall be referred to a solicitor or barrister agreed upon by the
parties or in default of agreement appointed on the application of either party
by or at the direction of the President for the time being of the Law Society.
(b) in any reference to an independent person under this clause such person
shall unless the parties otherwise agree act as expert and not as an arbitrator.
IT IS HEREBY AGREED and DECLARED:-
(a) nothing contained or implied in this Deed shall prejudice or affect the rights
powers duties and obligations of the Council in the exercise of its functions as
Local Authority and its rights power duties and obligations under all public and
private statutes bye-laws and regulations may be as fully and effectually
exercised as if the Council were not a party to this Deed.
CADocuments and Settings \ COWLP.SMBCtLocal Settingsgemporary Internet FilestContent.Outlook \15717Y6M2012-1-0-24- Sefton Council (clean).doc (b) if any provision in this Deed-shall be held to be invalid illegal or unenforceable
the validity legality and enforceability of the remaining provisions hereof shall
not in any way be deemed thereby to be affected or impaired.
(c) this Agreement shall be registered in the Council's Register of Local Land
Charges immediately on completion hereof.
(d) references in this Agreement to any statutes or statutory instruments shall
include and refer to any statute or statutory instrument amending
consolidating or replacing them respectively from time to time and for the time
being in force.
(e) Covenants made hereunder:-
(i) if made by more than one person as joint owners of the Land or a
defined part of it are made jointly and severally; and
(ii) are to the intent that the same shall bind whomsoever shall become a
successor or successors in title to the Land.
(f) the provisions hereof shall be enforceable by the Council against the Owner
and all persons who shall have derived title through or under the Owner in
respect of the Land (but so that no person shall be liable to the Council for any
breach of the provisions committed after such person has parted with all of its
interest in the Land).
(g) the covenants undertakings and restrictions contained in this Deed shall only
be capable of being varied by a memorandum to be endorsed upon or
annexed to this Deed by or on behalf of the relevant parties hereto or by a
subsequent deed of variation.
(h) the construction validity and performance of this Deed shall be governed by
English Law.
(i) where by this Deed any action approval consent direction authority or
agreement is required to be taken given or reached by any party hereto any
CADocuments and Settings \ COWLP.SMBC \Local Settings \Temporary Internet Files \ Content.OutloolA15717Y60 \2012-10-24- Sefton Council (clean).doc such action approval consent direction authority or agreement shall not be
unreasonable or unreasonably withheld or delayed.
0) all references in this Deed to the identification of the Land or parts thereof by
colour delineations or colourings on the Plan shall be for the purposes of
identification only.
(k) all notices served pursuant to this Deed shall be in writing and shall be
deemed duly served if delivered or sent:-
(i) in the case of a notice to be served on the Owner to its last known
address.
(ii) in the case of a notice to be served on the Council to the Council at
Town Hall, Lord Street, Southport, PR8 1DA.
no waiver (whether express or implied) by the Council of any breach or default
by the Owner in performing or observing any of the terms and conditions of
this Deed shall constitute a continuing waiver and no such waiver shall
prevent the Council from enforcing any of the said terms or conditions or from
acting upon any subsequent breach or default in respect thereto by the
Owner.
(m) the provisions of the Contracts (Rights of Third Parties) Act 1999 are excluded
from the terms of this Deed.
IN WITNESS whereof with the intent that these presents shall be executed as a Deed the
parties hereto have duly executed the same the day and year first before written.
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Covenants by Owner
Part 1
1. To dedicate to the Council as a public footpath the footpath shown by a brown line
between the points shown marked A and B on the Plan from the South West corner
of the Crosby Marina to the Radar Tower at Royal Seaforth Dock and the footpath
along the river wall at Royal Seaforth Dock for a length of 100 metres and shown by a
green line on the Plan between the points marked B and C on the Plan and to enter
into a dedication agreement with the Council in respect of the said foothpaths.
Part 2
1. To permit the public to have access on foot only along the river wall at Royal Seaforth
Dock for a length of 450 metres and shown by a purple line on the Plan between the
points shown marked C and D on the Plan such right of access to be terminable by
the Owner either temporarily or permanently on 30 days notice in writing to the
Council should the Owner require that part of the river wall for or in connection with
the Owners operational requirements from time to time in connection with its
undertaking.
2. Pay to the Council a sum of £50,000 such sum to be used for the purpose of making
in consultation with the Owner improvements to existing public rights of way in the
proximity of the Northern Liverpool Docks within the Borough of Sefton.
3. Provide a scheme of works for noise attenuation measures as necessary to minimize
noise arising from road transport moving to and from the Development to 60 dBL
Amax free field at the nearest residential premises to the North Boundary of Royal
Seaforth Dock namely Cambridge Road, Waterloo Road and Brunswick Parade and
subject to the prior written approval of the Council thereto to implement the said
scheme such approval not to be unreasonably withheld. The said works shall be
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Amax at the said residential properties.
The Common Seal of THE METROPOLITAN BOROUGH ) COUNCIL OF SEFTON was hereunto affixed in the presence of:- )
Legal Director
Executed as a Deed by THE MERSEY DOCKS AND HARBOUR) COMPANY LIMITED )
Director
Secretary
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